UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)


	Nine Months Ended September 30,
	2023			2022
Cash Flows from Operating Activities:
Net Loss	$	(15,043	)	$	(58,307	)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation and amortization		40,799			42,333
Deferred financing costs amortization		1,300			1,005
Stock-based compensation expense		4,490			3,377
Debt discount amortization		4,899			5,244
Allowance for credit losses		3,253			477
Gain from equipment sales, retirements or impairments		(3,352	)		(381	)
Loss on debt extinguishment		177			—
Interest on finance leases		201			171
Settlements on derivative transactions, net		577			(782	)
Currency losses (gains)		857			(4,305	)
Deferred income taxes		(7,701	)		(860	)
Equity earnings		(3,182	)		(5,835	)
Dividends received from equity investees		2,075			2,983
Changes in Operating Assets and Liabilities:
Accounts receivables		(13,743	)		(2,955	)
Other assets		1,555			(737	)
Accounts payable and accrued liabilities		(6,732	)		6,732
Net cash provided by (used in) operating activities		10,430			(11,840	)
Cash Flows from Investing Activities:
Purchases of property and equipment		(6,960	)		(277	)
Proceeds from disposition of property and equipment		8,038			6,681
Principal payments on notes due from equity investees		—			528
Proceeds from sale of investment in equity investees		—			66,000
Notes due from others		—			(28,831	)
Principal payments on notes due from others		15,000			8,831
Net cash provided by investing activities		16,078			52,932
Cash Flows from Financing Activities:
Payments on long-term debt		(22,992	)		(30,682	)
Payments on debt extinguishment		(131,604	)		—
Payments on debt extinguishment cost		(1,827	)		—
Proceeds from issuance of long-term debt, net of issuance costs		148,388			—
Payments on finance leases		(522	)		(237	)
Proceeds from exercise of stock options		6			151
Tax withholdings on restricted stock vesting and director share awards		(2,368	)		(732	)
Net cash used in financing activities		(10,919	)		(31,500	)
Effects of Exchange Rate Changes on Cash and Cash Equivalents		2			(2	)
Net Change in Cash, Restricted Cash and Cash Equivalents		15,591			9,590
Cash, Restricted Cash and Cash Equivalents, Beginning of Period		43,045			41,220
Cash, Restricted Cash and Cash Equivalents, End of Period	$	58,636		$	50,810
Supplemental disclosures:
Cash paid for interest, excluding capitalized interest	$	21,045		$	14,286
Income taxes paid (refunded), net		1,730			(886	)
Noncash Investing and Financing Activities:
Increase in capital expenditures in accounts payable and accrued liabilities		826			—
Exchange of property and equipment		—			(8,918	)
Recognition of a new right-of-use asset - operating leases		348			163
Recognition of a new right-of-use asset - financing leases		—			7,248

The accompanying notes are an integral part of these condensed consolidated financial statements and should be read in conjunction herewith.

SEACOR MARINE HOLDINGS INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

BASIS OF PRESENTATION AND ACCOUNTING POLICIES

~~(unaudited)~~


1.	~~BASIS OF PRESENTATION AND ACCOUNTING POLICIES~~

The condensed consolidated financial statements include the accounts of SEACOR Marine Holdings Inc. and its consolidated subsidiaries (the “Company”). In the opinion of management, all adjustments (consisting of normal recurring adjustments) have been made to fairly present the Company’s financial position as of September 30, 2017, its results of operations for the three and nine months ended September 30, 2017 and 2016, its comprehensive loss for the three and nine months ended September 30, 2017 and 2016, its changes in equity for the nine months ended September 30, 2017, and its cash flows for the nine months ended September 30, 2017 and 2016. Theunaudited condensed consolidated financial ~~information~~statements for the ~~three and nine months ended September 30, 2017 and 2016 have not been audited by the Company’s independent registered certified public accounting firm.~~periods indicated. Results of operations for the interim periods presented are not necessarily indicative of operating results for the full year or any future periods.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) have been condensed or omitted. These condensed consolidated financial statements should be read in conjunction with the Company’s financial statements and related notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, ~~2016 included in the Information Statement filed as Exhibit 99.1 to Amendment No. 3 to the Company’s Registration Statement on Form 10, which was filed on May 4, 2017~~2022 (the ~~“Registration Statement”~~“2022 Annual Report”).

Unless the context otherwise indicates, any reference in this Quarterly Report on Form 10-Q to the “Company” refers to SEACOR Marine Holdings Inc. and its consolidated subsidiaries, and any reference in this Quarterly Report on Form 10-Q to “SEACOR Marine” refers to SEACOR Marine Holdings Inc. without its consolidated subsidiaries. ~~Capitalized terms used and not specifically defined herein have~~

Recently Adopted Accounting Standards.

On October 29, 2020, the ~~same meaning given those terms~~FASB issued ASU 2020-10, Codification Improvements: Amendments that improve the consistency of the Codification by including all disclosure guidance in the ~~Registration Statement.~~

~~SEACOR Marine~~appropriate disclosure section. The guidance was ~~previously~~effective for annual periods beginning after December 15, 2020, and interim periods within the annual periods beginning after December 15, 2022. The adoption of the standard did not have a ~~subsidiary~~material effect on the disclosures included herein.

Critical Accounting Policies.

Basis of ~~SEACOR Holdings Inc. (along with its other majority owned subsidiaries collectively referred to as “SEACOR Holdings”). On June 1, 2017, SEACOR Holdings completed a spin-off~~Consolidation. The consolidated financial statements include the accounts of SEACOR Marine ~~by way~~and its controlled subsidiaries. Control is generally deemed to exist if the Company has greater than 50% of the voting rights of a ~~pro rata dividend~~subsidiary. All significant intercompany accounts and transactions are eliminated in the combination and consolidation.

Noncontrolling interests in consolidated subsidiaries are included in the consolidated balance sheets as a separate component of ~~SEACOR Marine’s common stock, par~~equity. The Company reports consolidated net income (loss) inclusive of both the Company’s and the noncontrolling interests’ share, as well as the amounts of consolidated net income (loss) attributable to each of the Company and the noncontrolling interests. If a subsidiary is deconsolidated upon a change in control, any retained noncontrolling equity investment in the former controlled subsidiary is measured at fair value $0.01 per share (“Common Stock”), all of which was then held by SEACOR Holdings, to SEACOR Holdings shareholders of record as of May 22, 2017 (the “Spin-off”). SEACOR Marine entered into certain agreements with SEACOR Holdings to govern SEACOR Marine’s relationship with SEACOR Holdings following the Spin-off, including a Distribution Agreement, two Transition Services Agreements, an Employee Matters Agreement and a ~~Tax Matters Agreement. Following~~gain or loss is recognized in net income (loss) based on such fair value. If a subsidiary is consolidated upon the ~~Spin-off, SEACOR Marine began~~business acquisition of controlling interests by the Company, any previous noncontrolled equity investment in the subsidiary is measured at fair value and a gain or loss is recognized in net income (loss) based on such fair value.

The Company employs the equity method of accounting for investments in 50% or less owned companies that it does not control but has the ability to ~~operate~~exercise significant influence over the operating and financial policies of the business venture. Significant influence is generally deemed to exist if the Company has between 20% and 50% of the voting rights of a business venture but may exist when the Company’s ownership percentage is less than 20%. In certain circumstances, the Company may have an economic interest in excess of 50% but may not control and consolidate the business venture. Conversely, the Company may have an economic interest less than

50% but may control and consolidate the business venture. The Company reports its investments in and advances to these business ventures in the accompanying consolidated balance sheets as ~~an independent, publicly traded company.~~investments, at equity, and advances to 50% or less owned companies. The Company reports its share of earnings from investments in 50% or less owned companies in the accompanying consolidated statements of income (loss) as equity in earnings of 50% or less owned companies, net of tax.

Certain reclassifications were made to previously reported amounts in the consolidated financial statements and notes thereto to make them consistent with the current period presentation.

Use of Estimates. The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“U.S.”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Such estimates include those related to deferred revenues, allowance for credit loss accounts, useful lives of property and equipment, impairments, income tax provisions and certain accrued liabilities. Actual results could differ from estimates and those differences may be material.

Revenue ~~Recognition.~~Recognition. Revenue is recognized when (or as) the Company transfers promised goods or services to its customers in amounts that reflect the consideration to which the Company expects to be entitled to in exchange for those goods or services, which occurs when (or as) the Company satisfies its contractual obligations and transfers over control of the promised goods or services to its customers. The Company recognizes revenue, ~~when it~~net of sales taxes, based on its estimates of the consideration the Company expects to receive. Costs to obtain or fulfill a contract are expensed as incurred.

The Company earns revenue primarily from the time charter and bareboat charter of vessels to customers. Since the Company charges customers based upon daily rates of hire, vessel revenues are recognized on a daily basis throughout the contract period. Under a time charter, the Company provides a vessel to a customer and is ~~realized~~responsible for all operating expenses, typically excluding fuel. Under a bareboat charter, the Company provides a vessel to a customer and the customer assumes responsibility for all operating expenses and assumes all risks of operation. In the U.S. Gulf of Mexico, time charter durations and rates are typically established in the context of master service agreements that govern the terms and conditions of the charter.

In the Company’s operating areas, contract or ~~realizable~~charters vary in length from several days to multi-year periods. Many of the Company’s contracts and ~~earned. Revenue~~charters include cancellation clauses without early termination penalties. As a result of options and frequent renewals, the stated duration of charters may not correlate with the length of time the vessel is ~~realized or realizable~~contracted for to provide services to a particular customer.

The Company contracts with various customers to carry out management services for vessels as agents for and ~~earned when persuasive evidence~~on behalf of ~~an arrangement exists, delivery has occurred or~~ship owners. These services ~~have been rendered,~~include crew management, technical management, commercial management, insurance arrangements, sale and purchase of vessels, provisions and bunkering. As the ~~price~~manager of the vessels, the Company undertakes to use its best endeavors to provide the agreed management services as agents for and on behalf of the owners in accordance with sound ship management practice and to protect and promote the interest of the owners in all matters relating to the ~~buyer is fixed or determinable,~~provision of services thereunder. The Company also contracts with various customers to carry out management services regarding engineering for vessel construction and ~~collectability is reasonably assured.~~ vessel conversions. The vast majority of the ship management agreements span one to three years and are typically billed on a monthly basis. The Company transfers control of the service to the customer and satisfies its performance obligation over the term of the contract, and therefore recognizes revenue over the term of the contract while related costs are expensed as incurred.

Revenue that does not meet these criteria is deferred until the criteria is met and is considered a contract liability and is recognized as such. Contract liabilities, which are ~~met. Deferred revenues,~~ included in ~~other current liabilities~~deferred revenue and unearned revenue in the accompanying ~~condensed~~ consolidated balance sheets, ~~for the nine months ended~~as of September 30, 2023 and December 31, 2022 were as follows (in thousands):


	2023			2022
Balance at beginning of period	$	2,333		$	1,606
Revenues deferred during the period		6,075			4,288
Revenues recognized during the period		(6,943	)		(3,561	)
Balance at end of period	$	1,465		$	2,333

2017 2016
Balance at beginning of period $ 6,953
$ 6,953
Revenues deferred during the period 3,147
—
Balance at end of period $ 10,100
$ 6,953

As of September 30, ~~2017, deferred revenues~~2023, the Company had $1.5 million of ~~$6.8 million were~~unearned revenue primarily related to mobilization of vessels.

Cash and Cash Equivalents. The Company considers all highly liquid investments, with an original maturity of three months or less from the date purchased, to be cash equivalents.

Restricted Cash. Restricted cash primarily relates to banking facility requirements.

Trade and Other Receivables.Customers are primarily major integrated national, international oil companies, large independent oil and natural gas exploration and production companies and established wind farm construction companies. Customers are granted credit on a short-term basis and the related credit risks are minimal. Other receivables consist primarily of operating expenses the Company incurs in relation to vessels it manages for other entities, as well as insurance and income tax receivables, but excludes our short-term note receivable. The Company routinely reviews its receivables and makes provisions for the credit losses utilizing the Current Expected Credit Losses model (“CECL”). The CECL model utilizes a lifetime expected credit loss measurement objective for the recognition of credit losses for loans and other receivables at the time ~~charter of several offshore support vessels paid through~~ the ~~conveyance of an overriding royalty interest (the “Conveyance”) in developmental oil~~financial asset is originated or acquired. However, those provisions are estimates and ~~gas producing properties operated by a customer in the U.S. Gulf of Mexico. Payments under the Conveyance,~~actual results may materially differ from those estimates. Trade receivables are deemed uncollectible and are removed from accounts receivable and the ~~timing of such payments, were contingent upon production and energy sale prices. On August 17, 2012, the customer filed a voluntary petition~~allowance for Chapter 11 bankruptcy. The Company is vigorously defending its interest in connection with the bankruptcy filing; however, payments received under the Conveyance subsequent to May 19, 2012 are subject to creditors’ claims in bankruptcy court. The Company will recognize revenues when reasonably assured of a judgment in its favor. All costs and expenses related to these charters were recognized as incurred.

As of September 30, 2017, deferred revenues of $3.1 million related to the time charter of an offshore support vessel to a customer from which collection was not reasonably assured. The Company will recognize revenues when collected orcredit losses when collection ~~is reasonably assured. All costs and expenses related to this charter were recognized as incurred.~~efforts have been exhausted.

Property and Equipment. Equipment, stated at cost, is depreciated using the straight-line method over the estimated useful life of the asset to an estimated salvage value. With respect to each class of asset, the estimated useful life is based upon

a newly built asset being placed into service and represents the time period beyond which it is typically not justifiable for the Company to continue to operate the asset in the same or similar manner. From time to time, the Company may acquire older ~~assets~~vessels that have already exceeded the Company’s useful life policy, in which case the Company depreciates such assets based on its best estimate of remaining useful life, typically the next survey or certification date.

As of September 30, ~~2017,~~2023, the estimated useful life ~~(in years) of each~~ of the Company’s ~~major categories of~~ new ~~equipment~~offshore support vessels was ~~as follows:~~



~~Offshore Support Vessels:~~
~~Wind farm utility vessels~~	10
~~All other offshore support vessels (excluding wind farm utility)~~	20

20 years.

Equipment maintenance and repair costs and the costs of routine overhauls, drydockings and inspections performed on vessels and equipment are charged to operating expense as incurred. Expenditures that extend the useful life or improve the marketing and commercial characteristics of equipment as well as major renewals and improvements to other properties are capitalized.

Certain interest costs incurred during the construction of equipment are capitalized as part of the assets’ carrying values and are amortized over such assets’ estimated useful lives. ~~During~~There was no capitalized interest recognized during the nine months ended September 30, ~~2017, capitalized interest totaled $3.1 million.~~2023 and 2022.

Assets Held for Sale. As of September 30, 2023, a liftboat previously included in the United States, primarily Gulf of Mexico segment, with a carrying value of $5.6 million and a AHTS previously included in the

Africa and Europe segment, with a carrying value of $0.5 million, were classified as assets held for sale as the Company expects to sell the vessels within one year.

Impairment of Long-Lived Assets. The Company performs an impairment analysis of long-lived assets used in operations ~~including intangible assets,~~ when indicators of impairment are present. These indicators may include a significant decrease in the market price of a long-lived asset or asset group, a significant adverse change in the extent or manner in which a long-lived asset or asset group is being used or in its physical condition, or a current period operating or cash flow loss combined with a history of operating or cash flow losses or a forecast that demonstrates continuing losses associated with the use of a long-lived asset or asset group. If the carrying values of the assets are not recoverable, as determined by ~~the~~their estimated future undiscounted cash flows, the estimated fair value of the assets or asset groups are compared to their current carrying values and impairment charges are recorded if the carrying value exceeds fair value. The Company performs its testing on an asset or asset group basis. Generally, fair value is determined using valuation techniques, such as expected discounted cash flows or appraisals, as appropriate. During

For the nine months ended September 30, ~~2017,~~2023, the Company ~~recognized~~recorded impairment charges of ~~$15.7~~$0.3 million ~~primarily associated with~~for one leased-in anchor handling towing supply vessel ~~removed from service~~(“AHTS”) to adjust for indicative future cash flows. There were noimpairments of other owned or leased-in vessels. For the nine months ended September 30, 2022, the Company recorded impairment charges of $3.4 million. The Company recorded impairment charges of $0.9 million for one fast support vessel (“FSV”) classified as held for sale during the first quarter of 2022 and sold during the second quarter of 2022. In addition, in the third quarter of 2022, the Company recorded impairment charges of $1.2 million for one leased-in AHTS as it iswas not expected to ~~be marketed prior~~return to active service during its remaining lease term. Additionally, the ~~expiration~~Company recorded impairment charges of $1.3 million for other equipment, classified as assets held for sale during the third quarter of 2022, which was subsequently sold in the first quarter of 2023. The impairment charges for the assets held for sale are included in (losses) gains on asset dispositions and impairments in the accompanying consolidated statements of income (loss). Estimated fair values for the Company owned vessels were established by independent appraisers based on researched market information, replacement cost information and other data.

For vessel classes and individual vessels with indicators of impairment as of September 30, 2023, the Company estimated that their future undiscounted cash flows exceeded their current carrying values. However, the Company’s estimates of future undiscounted cash flows are highly subjective as utilization and rates per day worked are uncertain, especially in light of the continued volatility in commodity prices as well as the timing and cost of reactivating cold-stacked vessels. If market conditions decline, changes in the Company’s expectations on future cash flows may result in recognizing additional impairment charges related to its ~~lease, one owned fast support~~long-lived assets in future periods. For any vessel ~~removed~~or vessel class that has indicators of impairment and is deemed not recoverable through future operations, the Company determines the fair value of the vessel or vessel class. If the fair value determination is less than the carrying value of the vessel or vessel class, an impairment is recognized to reduce the carrying value to fair value. Fair value determination is primarily accomplished by obtaining independent valuations of vessel or vessel classes from ~~service and two owned in-service specialty vessels.~~

qualified third-party appraisers.

Impairment of 50% or Less Owned Companies. Investments in 50% or less owned companies are reviewed periodically to assess whether there is an other-than-temporary decline in the carrying value of the investment. In its evaluation, the Company considers, among other items, recent and expected financial performance and returns, impairments recorded by the investee and the capital structure of the investee. When the Company determines ~~that~~ the estimated fair value of an investment is below carrying value and the decline is other-than-temporary, the investment is written down to its estimated fair value. Actual results may vary from the Company’s estimates due to the uncertainty regarding projected financial performance, the severity and expected duration of declines in value and the available liquidity in the capital markets to support the continuing operations of the investee, among other factors. Although the Company believes its assumptions and estimates are reasonable, the investee’s actual performance compared with the estimates could produce different results and

lead to additional impairment charges in future periods. During the nine months ended September 30, ~~2017,~~2023 and 2022, the Company ~~recognized~~did not recognize any impairment charges ~~of $8.8 million, net of tax,~~ related to its 50% or less owned companies.

Income Taxes. During the nine months ended September 30, ~~2017,~~2023, the Company’s effective income tax rate of ~~27.4%~~15.32% was primarily due to ~~losses of~~ foreign ~~subsidiaries~~taxes paid that are not benefited, non-deductible expenses associated with the Company’s participation in SEACOR Holdings’ share award plans and non-deductible Spin-off related expenses reimbursed to SEACOR Holdings. During the nine months ended September 30, 2016, the Company’s effectivecreditable against U.S. income ~~tax rate of 33.5% was primarily due to losses of foreign subsidiaries not benefited and non-deductible expenses associated with the Company’s participation in SEACOR Holdings’ share award plans.~~taxes.

~~Deferred Gains.~~ The Company has sold certain equipment to its 50% or less owned companies, entered into vessel sale-leaseback transactions with finance companies, and provided seller financing on sales of its equipment to third parties and its 50% or less owned companies. A portion of the gains realized from these transactions were deferred and recorded in deferred gains and other liabilities in the accompanying condensed consolidated balance sheets. Deferred gain activity related to these transactions for the nine months ended September 30 was as follows (in thousands):

2017 2016
Balance at beginning of period $ 33,910
$ 43,298
Amortization of deferred gains included in operating expenses as a reduction to leased-in equipment expense (6,109 ) (6,149 )
Amortization of deferred gains included in losses on asset dispositions and impairments, net —
(36 )
Other (364 ) (1,153 )
Balance at end of period $ 27,437
$ 35,960

Accumulated Other Comprehensive ~~Loss.~~Income (Loss).The components of accumulated other comprehensive ~~loss~~income were as follows (in thousands):

SEACOR Marine Holdings Inc. Stockholders’ Equity Noncontrolling Interests

Foreign
Currency
Translation
Adjustments

Derivative
Losses on
Cash Flow
Hedges, net
Total
Foreign
Currency
Translation
Adjustments

Derivative
Gains on
Cash Flow
Hedges, net

Other
Comprehensive
Income
December 31, 2016 $ (11,413 ) $ 76
$ (11,337 ) $ (1,614 ) $ (17 )
Other comprehensive income 3,977
103
4,080
240
15
$ 4,335
Income tax expense (1,392 ) (36 ) (1,428 ) —
—
(1,428 )
Nine Months Ended September 30, 2017 $ (8,828 ) $ 143
$ (8,685 ) $ (1,374 ) $ (2 ) $ 2,907


	SEACOR Marine Holdings Inc. Stockholders’ Equity
	Foreign Currency Translation Adjustments			Derivative Gains (Losses) on Cash Flow Hedges, net			Total Other Comprehensive Income
December 31, 2022	$	6,332		$	515		$	6,847
Other comprehensive loss		(79	)		(515	)		(594	)
Balance as of September 30, 2023	$	6,253		$	—		$	6,253

~~Loss~~

Earnings (Loss) Per Share. Basic earnings/loss per ~~common~~ share of Common Stock of the Company is computed based on the weighted average number of ~~common~~ shares of Common Stock and warrants to purchase Common Stock at an exercise price of $0.01 per share (“Warrants”) issued and outstanding during the relevant periods. ~~Diluted~~ The Warrants are included in the basic earnings/loss per ~~common~~ share of Common Stock because the ~~Company~~shares issuable upon exercise of the Warrants are issuable for de minimis cash consideration and therefore not anti-dilutive. Diluted earnings/loss per share of Common Stock is computed based on the weighted average number of ~~common~~ shares of Common Stock and Warrants issued and outstanding plus the effect of other potentially dilutive securities through the application of the treasury stock method and the if-converted ~~methods. Dilutive securities for this purpose~~method that assumes ~~restricted stock grants have vested and common~~all shares of Common Stock have been issued and outstanding during the relevant periods pursuant to the conversion of the ~~3.75%~~Old Convertible ~~Senior Notes.~~

~~Computations of basic~~Notes and ~~diluted loss per common share of SEACOR Marine were as follows (in thousands, except share data):~~

Three Months Ended September 30, Nine Months Ended September 30,
Net Loss attributable to SEACOR Marine Average O/S Shares Per Share Net Loss Attributable to SEACOR Marine Average O/S Shares Per Share
2017
Basic Weighted Average Common Shares Outstanding $ (20,475 ) 17,550,663
$ (1.17 ) $ (61,862 ) 17,617,420
$ (3.51 )
Effect of Dilutive Share Awards:
Options and Restricted Stock⁽¹⁾
—
—
—
—

Convertible Notes⁽²⁾⁽³⁾
(6,610 ) 4,070,500
—
—

Diluted Weighted Average Common Shares Outstanding $ (27,085 ) 21,621,163
$ (1.25 ) $ (61,862 ) 17,617,420
$ (3.51 )
2016
Basic and Diluted Weighted Average Common Shares Outstanding $ (27,933 ) 17,671,356
$ (1.58 ) $ (70,472 ) 17,671,356
$ (3.99 )

~~______________________~~

~~(1)~~

the New Convertible Notes unless anti-dilutive.

For the three and nine months ended September 30, 2017, diluted loss per common share of SEACOR Marine excluded 120,693 of certain share awards as the effect of their inclusion in the computation would be anti-dilutive.


~~(2)~~	For the three months ended September 30, 2017, adjusted net loss attributable to SEACOR Marine excluded interest expense on the 3.75% Convertible Senior Notes and derivative gains on the related conversion option liability.


~~(3)~~	For the nine months ended September 30, 2017, diluted loss per common share of SEACOR Marine excluded 4,070,500 of common shares issuable pursuant to the 3.75% Convertible Senior Notes as the effect of their inclusion in the computation would be anti-dilutive.

~~New Accounting Pronouncements.~~ On May 28, 2014, the Financial Accounting Standards Board (“FASB”) issued a comprehensive new revenue recognition standard that will supersede nearly all existing revenue recognition guidance under generally accepted accounting principles in the United States. The core principal of the new standard is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The new standard is effective for annual and interim periods beginning after December 15, 2017 and early adoption is permitted. The Company will adopt the new standard on January 1, 2018 and expects to use the modified retrospective approach upon adoption. The Company is currently determining the impact, if any, the adoption of the new accounting standard will have on its consolidated financial position, results of operations or cash flows. Principal versus agent considerations of the new standard with respect to the Company’s vessel management services and pooling arrangements may result in a gross presentation of operating revenues and expenses compared with its current net presentation for results from managed and pooled third party equipment.

On February 25, 2016, the FASB issued a comprehensive new leasing standard, which improves transparency and comparability among companies by requiring lessees to recognize a lease liability and a corresponding lease asset for virtually all lease contracts. It also requires additional disclosures about leasing arrangements. The new standard is effective for interim and annual periods beginning after December 15, 2018 and requires a modified retrospective approach to adoption. Early adoption is permitted. The Company has not yet determined what impact, if any, the adoption of the new standard will have on its consolidated financial position, results of operations or cash flows.

On August 26, 2016, the FASB issued an amendment to the accounting standard which amends or clarifies guidance on classification of certain transactions in the statement of cash flows, including classification of proceeds from the settlement of insurance claims, debt prepayments, debt extinguishment costs and contingent consideration payments after a business combination. This new standard is effective for the Company as of January 1, 2018 and early adoption is permitted. The Company has not yet determined what impact, if any, the adoption of the new standard will have on its consolidated financial position, results of operations or cash flows.

On October 24, 2016, the FASB issued a new accounting standard, which requires companies to account for the income tax effects of intercompany sales and transfers of assets other than inventory. The new standard is effective for interim and annual periods beginning after December 31, 2017 and requires a modified retrospective approach to adoption. The Company has not yet determined what impact, if any, the adoption of the new standard will have on its consolidated financial position, results of operations or cash flows.

On November 17, 2016, the FASB issued an amendment to the accounting standard which requires that restricted cash and restricted cash equivalents be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total cash amounts shown on the statement of cash flows. The new standard is effective for fiscal years beginning after December 15, 2018, and interim periods within fiscal years beginning after December 15, 2019. Early adoption is permitted.


2.	~~BUSINESS ACQUISITIONS~~

~~Sea-Cat Crewzer II.~~ On April 28, 2017, the Company acquired a 100% controlling interest in Sea-Cat Crewzer II, which owns and operates two high-speed offshore catamarans, through the acquisition of its partners’ 50% ownership interest for $11.3 million in cash (see Note 4). The Company performed a fair value analysis and the purchase price was allocated to the acquired assets and liabilities based on their fair values resulting in no goodwill being recorded.

~~Sea-Cat Crewzer.~~ On April 28, 2017, the Company acquired a 100% controlling interest in Sea-Cat Crewzer, which owns and operates two high-speed offshore catamarans, through the acquisition of its partners’ 50% ownership interest for $4.4 million in cash (see Note 4). The Company performed a fair value analysis and the purchase price was allocated to the acquired assets and liabilities based on their fair values resulting in no goodwill being recorded.

~~Purchase Price Accounting.~~ ~~The allocation of the purchase price for the Company’s acquisitions for the~~ nine months ended September 30, ~~2017~~2023, diluted loss per share of Common Stock excluded 2,978,724 shares of Common Stock issuable upon conversion of the New Convertible Notes as the effect of their inclusion in the computation would be anti-dilutive.

For the three and nine months ended September 30, 2022, diluted loss per share of Common Stock excluded 2,907,500 shares of Common Stock issuable upon conversion of the Old Convertible Notes as the effect of their inclusion in the computation would be anti-dilutive.

In addition, for the three and nine months ended September 30, 2023 and 2022 diluted loss per share of Common Stock excluded 1,642,084 and 1,645,207 shares of restricted stock, respectively, and 1,026,031 and 1,026,865 shares of Common Stock, respectively, issuable upon exercise of outstanding stock options, as the effect of their inclusion in the computation would be anti-dilutive.

NOTE RECEIVABLE

In connection with the closing of the framework agreement transactions (the “Framework Agreement Transactions”), on September 29, 2022, SEACOR Marine Capital Inc., a wholly-owned subsidiary of SEACOR Marine (“SEACOR Marine Capital”) purchased all of the outstanding loans under the MexMar Original Facility Agreement for an aggregate amount of $28.8 million, representing par value of the loan using proceeds received from the Framework Agreement Transactions. On the same date, the MexMar Original Facility Agreement was ~~as follows (in thousands):~~amended and restated in the MexMar Third A&R Facility Agreement pursuant to which, among other things, Mantenimiento Express Marítimo, S.A.P.I. de C.V. (“MexMar”) repaid approximately $8.8 million of the outstanding loan amount and agreed to repay the $20.0 million of the loan that remained outstanding by September 30, 2023 through four quarterly installments of $5.0 million. As of September 30, 2023, the loan balance due from MexMar was repaid in full.

EQUIPMENT ACQUISITIONS AND DISPOSITIONS

Trade and other receivables 235
Other current assets 4,148
Investments, at Equity, and Advances to 50% or Less Owned Companies (15,700 )
Property and Equipment 61,626
Accounts payable 747
Other current liabilities (76 )
Long-Term Debt (41,186 )
Other (43 )
Purchase price⁽¹⁾
$ 9,751

~~______________________~~


~~(1)~~	~~Purchase price is net of cash acquired totaling $5.9 million.~~


3.	~~EQUIPMENT ACQUISITIONS AND DISPOSITIONS~~

During the nine months ended September 30, ~~2017,~~2023, capital expenditures ~~and payments on fair value hedges~~ were ~~$52.7~~$7.0 million. Equipment deliveries during the nine months ended September 30, ~~2017 included six fast support vessels and~~2023 include one ~~supply vessel.~~

FSV. During the nine months ended September 30, ~~2017,~~2023, the Company sold ~~two~~three liftboats, one ~~supply~~specialty vessel, ~~six offshore support vessels~~ previously ~~retired and~~ removed from service, and other equipment, previously classified as held for sale, as well as other equipment not previously classified as such, for net cash proceeds of ~~$10.3~~$8.0 million, ~~($9.8 million in cash~~after transaction costs, and ~~$0.5 million~~a gain of ~~previously received deposits) and gains of $4.4 million.~~


4.	~~INVESTMENTS, AT EQUITY, AND ADVANCES TO 50% OR LESS OWNED COMPANIES~~

~~MexMar.~~ MexMar owns and operates 15 offshore support vessels in Mexico. During the nine months ended September 30, 2017, the Company and its partner each received cash capital distributions of $7.4 million from MexMar.

~~Dynamic Offshore Drilling.~~ Dynamic was established to construct and operate a jack-up drilling rig that was delivered in the first quarter of 2013. During the nine months ended September 30, 2017, the Company recognized an impairment charge of $8.3 million, net of tax, for an other than temporary decline in the fair value of its equity investment upon Dynamic’s unsuccessful bid on a charter renewal with a customer. Its existing charter terminates in February 2018.

~~Falcon Global.~~ Falcon Global was formed to construct and operate two foreign-flag liftboats. During the three months ended March 31, 2017, the Company and its partner each contributed additional capital of $0.4 million, and the Company made working capital advances of $2.0 million to Falcon Global. In March 2017, the Company’s partner declined to participate in a capital call from Falcon Global and, as a consequence, the Company obtained 100% voting control of Falcon Global in accordance with the terms of the operating agreement. The impact of consolidating Falcon Global’s net assets effective March 31, 2017 to the Company’s financial position was as follows (in thousands):

Cash $ 1,943
Marketable securities 785
Trade and other receivables (291 )
Investments, at Equity, and Advances to 50% or Less Owned Companies (19,374 )
Property and Equipment 96,000
Accounts payable 3,201
Other current liabilities 1,153
Long-Term Debt 58,335
Other Liabilities (1,000 )
Noncontrolling interests in subsidiaries 17,374

~~Sea-Cat Crewzer II.~~ Sea-Cat Crewzer II owns and operates two high-speed offshore catamarans. On April 28, 2017, the Company acquired a 100% controlling interest in Sea-Cat Crewzer II through the acquisition of its partners’ 50% ownership interest for $11.3 million in cash (see Note 2).

~~Sea-Cat Crewzer.~~ Sea-Cat Crewzer owns and operates two high-speed offshore catamarans. On April 28, 2017, the Company acquired a 100% controlling interest in Sea-Cat Crewzer through the acquisition of its partners’ 50% ownership interest for $4.4 million in cash (see Note 2).

~~OSV Partners.~~ OSV Partners owns and operates five offshore support vessels. OSV Partners is currently in non-compliance with its debt service coverage ratio and its maximum leverage ratio pursuant to its term loan facility and has received waivers from its lenders for these financial covenants through and including September 30, 2017. As of September 30, 2017, the remaining principal amount outstanding under the facility was $30.7$2.7 million. During the nine months ended September 30, ~~2017,~~2022, the Company ~~participated in~~sold one FSV, one liftboat, previously removed from service, office space, and other equipment for net cash proceeds of $6.7 million, after transaction costs, and a ~~$6.0~~gain of $2.2 million, ~~preferred~~which included impairment charges of $0.9 million for the FSV classified as held for sale during the first quarter of 2022 and sold during the second quarter of 2022.

INVESTMENTS, AT EQUITY AND ADVANCES TO 50% OR LESS OWNED COMPANIES

Investments, at equity, ~~offering of OSV Partners~~ and ~~invested $2.3 million~~ ~~in support of the venture. The lenders~~advances to ~~OSV Partners have no recourse to the Company for outstanding amounts under the facility, and the Company is not obligated to any future fundings to OSV Partners.~~

~~Other.~~ ~~The Company’s other~~ 50% or less owned companies ~~own~~as of September 30, 2023 and ~~operate eight vessels.~~ December 31, 2022 were as follows (in thousands):


	Ownership			2023		2022
Seabulk Angola		49.0	%		1,986		1,683
SEACOR Arabia		45.0	%		1,803		1,265
Other	20.0% - 50.0%				68		76
				$	3,857	$	3,024

LONG-TERM DEBT

The Company’s long-term debt obligations as of September 30, 2023 and December 31, 2022 were as follows (in thousands):


	September 30, 2023			December 31, 2022
Recourse long-term debt(1):
Guaranteed Notes	$	90,000		$	90,000
New Convertible Notes		35,000			35,000
2023 SEACOR Marine Foreign Holdings Credit Facility(2)		122,000			—
2018 SEACOR Marine Foreign Holdings Credit Facility(2)		—			67,910
Sea-Cat Crewzer III Term Loan Facility		14,227			16,703
SEACOR Offshore Delta (f/k/a SEACOSCO) Acquisition Debt(2)		—			16,205
SEACOR Delta (f/k/a SEACOSCO) Shipyard Financing		70,869			77,537
SEACOR Alpine Credit Facility(3)		27,100			—
SEACOR Alpine Shipyard Financing(3)		—			27,790
SEACOR 88/888 Term Loan(2)		—			5,500
Tarahumara Shipyard Financing(2)		—			5,597
SEACOR Offshore OSV(2)		—			16,052
Total recourse long-term debt		359,196			358,294
Non-recourse long-term debt(3):
SEACOR 88/888 Term Loan(2)		—			5,500
Total non-recourse long-term debt		—			5,500
Total principal due for long-term debt		359,196			363,794
Current portion due within one year		(28,005	)		(61,512	)
Unamortized debt discount		(34,747	)		(37,511	)
Deferred financing costs		(4,601	)		(4,652	)
Long-term debt, less current portion	$	291,843		$	260,119

(1)

Recourse debt represents debt issued by SEACOR Marine and/or its subsidiaries and guaranteed by SEACOR Marine or one of its operating subsidiaries as provided in the relevant debt agreements.

(2)

Proceeds from the 2023 SEACOR Marine Foreign Holdings Credit Facility, dated September 8, 2023, were used to satisfy in full the 2018 SEACOR Marine Foreign Holdings Credit Facility, the SEACOR Offshore Delta (f/k/a SEACOSCO) Acquisition Debt, the SEACOR 88/888 Term Loan, the Tarahumara Shipyard Financing and the SEACOR Offshore OSV debt. See details below.

(3)

Proceeds from the SEACOR Alpine Credit Facility, dated June 16, 2023, were used to satisfy in full the SEACOR Alpine Shipyard Financing. See details below.

(4)

Non-recourse debt represents debt issued by one of the Company’s consolidated subsidiaries with no recourse to SEACOR Marine or its other non-debtor operating subsidiaries with respect to the applicable instrument, other than certain limited support obligations as provided in the respective debt agreements, which in aggregate are not considered to be material to the Company’s business and financial condition.

As of September 30, 2023, the Company was in compliance with all debt covenants and lender requirements.

2023 SEACOR Marine Foreign Holdings Credit Facility. On September 8, 2023, SEACOR Marine, as parent guarantor, SEACOR Marine Foreign Holdings Inc. (“SMFH”), as borrower, and certain other wholly-owned subsidiaries of SEACOR Marine, as subsidiary guarantors, entered into a credit agreement providing for a $122.0 million senior secured term loan (the “2023 SEACOR Marine Foreign Holdings Credit Facility” and such agreement, the “2023 SMFH Credit Agreement”) with certain affiliates of EnTrust Global, as lenders, Kroll Agency Services, Limited, as facility agent, and Kroll Trustee Services Limited, as security trustee.

The proceeds of the 2023 SEACOR Marine Foreign Holdings Credit Facility were used to:

(x) refinance approximately $104.8 million of existing principal indebtedness comprised of: (a) $61.1 million incurred under that certain credit agreement originally dated September 26, 2018 with SMFH, as borrower (the “2018 SEACOR Marine Foreign Holdings Credit Facility”), (b) $11.0 million incurred under that certain credit agreement originally dated July 5, 2018 with SEACOR 88 LLC and SEACOR 888 LLC, as borrowers (the “SEACOR 88/888 Term Loan”), (c) $15.1 million incurred under that certain second amended and restated credit agreement originally dated December 31, 2021 with SEACOR Brave LLC, SEACOR Chief LLC, SEACOR Fearless LLC, SEACOR Courageous LLC and SEACOR Resolute LLC, as borrowers (“SEACOR Offshore OSV Credit Facility”), (d) $13.7 million incurred under that certain financing related to the

sale and purchase agreement dated May 31, 2020 with respect to the acquisition of 50% membership interest in SEACOR Offshore Delta LLC (formerly known as SEACOSCO Offshore LLC) (“SEACOR Offshore Delta (f/k/a SEACOSCO) Acquisition Debt”), and (e) $3.9 million incurred under that certain loan agreement dated February 25, 2021 with SEACOR Marine LLC as borrower, with respect to the acquisition of the SEACOR Tarahumara, a 2021 build 221’ platform support vessel (“Tarahumara Shipyard Financing”), which payoff amount reflects a 7% discount to book value,

(y) acquire 100% ownership of the Amy Clemons McCall, a 2014 build fast support vessel, previously operated under lease and now pledged as collateral under the 2023 SEACOR Marine Foreign Holdings Credit Facility, and

(z) satisfy accrued and unpaid interest, fees, and general corporate purposes. The funds available under the 2023 SEACOR Marine Foreign Holdings Credit Facility were fully drawn on September 14, 2023.

The 2023 SEACOR Marine Foreign Holdings Credit Facility matures on September 14, 2028, with quarterly amortization of 2.5% of the initial loan advanced thereunder, with the remaining outstanding principal amount due on the maturity date. The 2023 SEACOR Marine Foreign Holdings Credit Facility bears interest at a fixed rate of 11.75% per annum.

The loan may be prepaid at any time in amounts of $1,000,000 or greater, subject to: (a) prior to the 12-month anniversary of funding, a premium equal to the remaining unpaid interest due over the first 15 months of the loan, and (b) after the 12-month anniversary of funding and prior to the 30-month anniversary of funding, a decreasing premium ranging from 3.00% to 1.00% of the amount prepaid.

The 2023 SEACOR Marine Foreign Holdings Credit Facility contains customary covenants for financings of this type including financial maintenance and restrictive covenants, such as the aggregate collateral vessel value to the sum of the outstanding principal amounts of the loans. The 2023 SEACOR Marine Foreign Holdings Credit Facility restricts the payment of dividends and distributions and the ability of the borrower and subsidiary guarantors to make certain investments, subject to important exceptions. In addition, the 2023 SEACOR Marine Foreign Holdings Credit Facility includes customary events of default.

SEACOR Marine issued a guaranty with respect to the obligations of the Borrower under the 2023 SMFH Credit Agreement and related documents (the “2023 SMFH Credit Facility Guaranty”). The 2023 SMFH Credit Facility Guaranty includes, among other customary covenants, various financial covenants, including (A) minimum Cash and Cash Equivalents (as defined in the 2023 SMFH Credit Agreement) of the higher of $20.0 million and 7.5% of Net Interest-Bearing Debt (as defined in the 2023 SMFH Credit Agreement), (B) minimum Equity Ratio (as defined in the 2023 SMFH Credit Agreement) of 35%, and (C) maximum Debt-to-Capitalization Ratio (as defined in the 2023 SMFH Credit Agreement) of 65%. The 2023 SMFH Credit Facility Guaranty also restricts the payment of dividends and distributions and includes certain restrictions on the prepayment of unsecured indebtedness.

During the ~~nine~~three months ended September 30, ~~2017,~~2023, the Company expensed of $1.8 million of payments for early terminations fees and $0.2 million of unamortized debt issuance costs related to the debt extinguishment.

SEACOR Alpine Credit Facility.

On June 16, 2023, SEACOR Alps LLC (“SEACOR Alps”), SEACOR Andes LLC (“SEACOR Andes”), and SEACOR Atlas LLC (“SEACOR Atlas” and, together with SEACOR Alps and SEACOR Andes, the “SEACOR Alpine Borrowers”), each a wholly-owned subsidiary of SEACOR Marine, as borrowers, entered into a $28.0 million senior secured term loan facility, by and among the SEACOR Alpine Borrowers, SEACOR Marine, as a guarantor, SEACOR Marine Alpine LLC (“SM Alpine”), and Mountain Supply LLC, an affiliate of Hudson Structured Capital Management, as lender, facility agent and security trustee (the “SEACOR Alpine Credit Facility”). The proceeds of the SEACOR Alpine Credit Facility were made ~~working capital advances~~available to the SEACOR Alpine Borrowers in three tranches and were used to satisfy in full amounts outstanding under certain shipyard financing provided by COSCO Shipping Heavy Industry (Zhoushan) Co. in connection with the newbuild delivery of ~~$0.6 million~~three Marshall Islands flagged platform supply vessels to ~~these 50%~~the SEACOR Alpine Borrowers during 2019 and 2020. The funds available under the SEACOR Alpine Credit Facility were fully drawn on June 27, 2023.

~~Guarantees.~~ ~~The Company has guaranteed~~greater, subject to the payment of prepayment interest in respect of the loan or tranche (or portions thereof) being prepaid as follows: (A) if such prepayment is made prior to the first anniversary of the drawdown date, an amount equal to the greater of (x) the amount of unpaid interest which would have accrued until the first anniversary of the drawdown date and (y) 1.5% of the principal amount of the loan being prepaid, (B) if such prepayment is made on or after the first anniversary of the drawdown date but prior to the third anniversary of the drawdown date, 1.0% of the principal amount of the loan being prepaid, and (C) if such prepayment is made on or after the third anniversary of the drawdown date, no prepayment interest shall be payable.

The SEACOR Alpine Credit Facility contains customary covenants for financings of this type including financial maintenance and restrictive covenants, including the maintenance of certain ratios such as the aggregate collateral vessel value to the sum of the outstanding principal amounts ~~owed~~of the loans. The SEACOR Alpine Credit Facility restricts the payment of dividends and distributions and the ability of the SEACOR Alpine Borrowers to make certain investments. In addition, the SEACOR Alpine Credit Facility includes customary events of default.

In connection with the SEACOR Alpine Credit Facility, SEACOR Marine issued a guaranty with respect to the obligations of the SEACOR Alpine Borrowers under ~~a vessel charter by one~~the SEACOR Alpine Credit Agreement and related documents. This guaranty includes, among other customary covenants, various financial covenants, including minimum liquidity, and debt-to-capitalization and interest coverage ratios.

On September 8, 2023, SEACOR Marine entered into an amended and restated guaranty (“A&R SEACOR Alpine Credit Facility Guaranty”) with respect to the SEACOR Alpine Credit Facility. The A&R SEACOR Alpine Credit Facility Guaranty aligns the financial covenants and conditions relating to the payment of ~~its 50% or less owned companies.~~dividends and distributions reflected therein with those reflected in the 2023 SMFH Credit Facility Guaranty described above.

Letters of Credit. As of September 30, 2017, the total amount guaranteed by the Company under this arrangement was $0.6 million. In addition, as of September 30, 2017, the Company had uncalled capital commitments to two of its 50% or less owned companies totaling $1.7 million.


5.	~~LONG-TERM DEBT~~

~~3.75% Convertible Senior Notes.~~ ~~Certain features included in the 3.75% Convertible Senior Notes, including the Exchange Option and the 2018 Put Option, terminated upon the completion of the Spin-off.~~

Upon completion of the Spin-off, the Company bifurcated the embedded conversion option liability of $27.3 million from the 3.75% Convertible Senior Notes and recorded an additional debt discount. The adjusted unamortized debt discount and issuance costs are being amortized as additional non-cash interest expense over the remaining maturity of the debt (December 1, 2022) for an overall effective interest rate of 7.95%.

~~Falcon Global Term Loan Facility.~~ On August 3, 2015, Falcon Global entered into a term loan facility to finance the construction of two foreign-flag liftboats. The facility consisted of two tranches: (i) a $62.5 million facility to fund the construction costs of the liftboats (“Tranche A”) and (ii) a $18.0 million facility for certain project costs (“Tranche B”). Borrowings under the facility bear interest at variable rates based on LIBOR plus a margin ranging from 2.5% to 2.9%, or an average rate of 3.97% as of ~~September 30, 2017. The facility is secured by the liftboats and is repayable over a five year period that began after the completion of the construction of the liftboats and matures no later than June 30, 2022.~~ In March 2017, the Company’s partner declined to participate in a capital call from Falcon Global and, as a consequence, the Company obtained 100% voting control of Falcon Global in accordance with the terms of the operating agreement. The Company has consolidated into its financial statements Falcon Global’s debt under this facility of $58.3 million, net of issue costs of $1.0 million, effective March 31, 2017 (see Note 4). During April 2017, the Tranche B facility was canceled prior to any funding. During the nine months ended September 30, 2017, Falcon Global made scheduled payments of $3.0 million under Tranche A. As of September 30, 2017, the remaining principal amount outstanding under the facility was $56.4 million and is fully guaranteed by SEACOR Marine.

On November 3, 2017, Falcon Global executed an amendment to its term loan facility that requires Falcon Global to maintain a debt service coverage ratio and a minimum cash balance on hand in excess of defined thresholds. In addition, the amendment requires SEACOR Marine, as guarantor, to maintain a debt to capital ratio below a defined threshold and a minimum cash balance on hand in excess of a defined threshold. The amendment provides the Company the ability to retroactively cure any shortfalls in Falcon Global’s debt service coverage ratio. As a result of the amendment and the Company’s ability to meet its financial covenants for the next twelve months, the Company has reclassified outstanding amounts to long-term debt based on the contractual maturity schedule under this term loan facility.

~~Sea-Cat Crewzer II.~~ On April 28, 2017, the Company acquired a 100% controlling interest in Sea-Cat Crewzer II through the acquisition of its partners’ 50% ownership interest (see Notes 2 and 4). Sea-Cat Crewzer II has a term loan facility that matures in 2019 which is secured by a first preferred mortgage on its vessels. The balance of this facility as of September 30, 2017 was $21.5 million. The facility calls for quarterly payments of principal and interest with a balloon payment of $17.3 million due at maturity. The interest rate is fixed at 1.52%, inclusive of an interest rate swap, plus a margin ranging from 2.10% to 2.75% subject to the level of funded debt (overall rate of 4.27% as of September 30, 2017). Since April 28, 2017, the Company made scheduled payments of $0.6 million under this facility.

~~Sea-Cat Crewzer.~~ On April 28, 2017, the Company acquired a 100% controlling interest in Sea-Cat Crewzer through the acquisition of its partners’ 50% ownership interest (see Notes 2 and 4). Sea-Cat Crewzer has a term loan facility that matures in 2019 which is secured by a first preferred mortgage on its vessels. The balance of this facility as of September 30, 2017 was $19.0 million. The facility calls for quarterly payments of principal and interest with a balloon payment of $15.3 million due at maturity. The interest rate is fixed at 1.52%, inclusive of an interest rate swap, plus a margin ranging from 2.10% to 2.75% subject to the level of funded debt (overall rate of 4.27% as of September 30, 2017). Since April 28, 2017, the Company made scheduled payments of $0.5 million under this facility.

~~Other.~~ During the nine months ended September 30, 2017, the Company borrowed $7.1 million under the Sea-Cat Crewzer III Term Loan Facility to fund capital expenditures and made scheduled payments on other long-term debt of $4.5 million. As of September 30, 2017, the Company had $4.7 million of borrowing capacity under subsidiary facilities.

~~Letters of Credit.~~ ~~As of September 30, 2017,~~2023, the Company had outstanding letters of credit ~~totaling $0.9~~of $1.1 million ~~for~~securing lease obligations, labor and performance ~~guarantees.~~guaranties.

LEASES

As of September 30, 2023, the Company leased-in one AHTS and certain facilities and other equipment. The leases typically contain purchase and renewal options or rights of first refusal with respect to the sale or lease of the equipment. As of September 30, 2023, the remaining lease term of the vessel had a duration of 12 months. The lease terms of certain facilities and other equipment had a duration ranging from two to 279 months.

As of September 30, 2023, future minimum payments for leases for the remainder of 2023 and the years ended December 31, noted below, were as follows (in thousands):


	Operating Leases			Finance Leases
Remainder of 2023	$	489		$	9
2024		1,807			37
2025		687			6
2026		459			—
2027		400			—
Years subsequent to 2027		3,213			—
		7,055			52
Interest component		(1,628	)		(2	)
		5,427			50
Current portion of long-term lease liabilities		1,856			35
Long-term lease liabilities	$	3,571		$	15

For the three and nine months ended September 30, 2023 and 2022 the components of lease expense were as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
Operating lease costs	$	551	$	967	$	1,661	$	2,664
Finance lease costs:
Amortization of finance lease assets (1)		135		162		456		384
Interest on finance lease liabilities (2)		58		73		201		174
Short-term lease costs		100		201		408		572
	$	844	$	1,403	$	2,726	$	3,794

(1)

Included in amortization costs in the consolidated statements of income (loss).

(2)

Included in interest expense in the consolidated statements of income (loss).

For the nine months ended September 30, 2023 supplemental cash flow information related to leases was as follows (in thousands):


	2023
Operating cash outflows from operating leases	$	1,805
Financing cash outflows from finance leases		522
Right-of-use assets obtained for operating lease liabilities		348
Right-of-use assets obtained for finance lease liabilities		—

For the nine months ended September 30, 2023 other information related to leases was as follows:


6.	~~DERIVATIVE INSTRUMENTS AND HEDGING STRATEGIES~~	2023
Weighted average remaining lease term, in years - operating leases			10.1
Weighted average remaining lease term, in years - finance leases			1.4
Weighted average discount rate - operating leases			6.7	%
Weighted average discount rate - finance leases			4.0	%

INCOME TAXES

The following table reconciles the difference between the statutory federal income tax rate for the Company and the effective income tax rate for the nine months ended September 30, 2023:


Statutory rate	(21.00	)%
Foreign taxes, including withholding taxes	33.02	%
Subpart F	2.20	%
Other	1.10	%
Effective income tax rate	15.32	%

DERIVATIVE INSTRUMENTS AND HEDGING STRATEGIES

Derivative instruments are classified as either assets, which are included in other receivables in the accompanying consolidated balance sheets, or liabilities based on their individual fair values. The fair values of the Company’s derivative instruments ~~as of September 30, 2017~~ were as follows (in thousands):


	September 30, 2023				December 31, 2022
	Derivative Asset		Derivative Liability		Derivative Asset		Derivative Liability
Derivatives designated as hedging instruments:
Interest rate swap agreements (cash flow hedges)	$	—	$	—	$	526	$	—

Derivative
Asset⁽¹⁾

Derivative
Liability⁽²⁾
Derivatives designated as hedging instruments:
Forward currency exchange contracts (fair value hedges) $ —
$ —
Interest rate swap agreements (cash flow hedges) 104
26

Derivatives not designated as hedging instruments:
Conversion option liability on 3.75% Convertible Senior Notes —
14,135
Forward currency exchange, option and future contracts 136
—
Interest rate swap agreements —
363
$ 240
$ 14,524

~~______________________~~


~~(1)~~	~~Included in other receivables in the accompanying condensed consolidated balance sheets.~~


~~(2)~~	~~Included in other current liabilities in the accompanying condensed consolidated balance sheets, except for the conversion option liability on the 3.75% Convertible Senior Notes.~~

~~Fair Value~~

Economic Hedges. From time to time, the Company may designate certain of its foreign currency exchange contracts as fair value hedges in respect of capital commitments denominated in foreign currencies. By entering into these foreign currency exchange contracts, the Company may fix a portion of its capital commitments denominated in foreign currencies in U.S. dollars to protect against currency fluctuations. During the nine months ended September 30, 2017, the Company recognized gains of $0.1 million on these contracts which were included as decreases to the corresponding hedged equipment included in construction in progress in the accompanying condensed consolidated balance sheets.

~~Cash Flow Hedges.~~ The Company and certain of its 50% or less owned companies have interest rate swap agreements designated as cash flow hedges. By entering into these interest rate swap agreements, the Company and its 50% or less owned companies have converted the variable LIBOR or EURIBOR component of certain of their outstanding borrowings to a fixed interest rate. The Company recognized losses on derivative instruments designated as cash flow hedges of $0.3 million and $3.8 million during the nine months ended September 30, 2017 and 2016, respectively. As of September 30, 2017, the interest rate swaps held by the Company and its 50% or less owned companies were as follows:

Windcat Workboats had two interest rate swap agreements maturing in 2021 that call for the Company to pay a fixed rate of interest of (0.03)% on the aggregate notional value of €15.0 million ($17.7 million) and receive a variable interest rate based on EURIBOR on the aggregate notional value.

MexMar had five interest rate swap agreements with maturities in 2023 that call for MexMar to pay a fixed rate of interest ranging from 1.71% to 2.10% on the aggregate amortized notional value of $114.3 million and receive a variable interest rate based on LIBOR on the aggregate amortized notional value.

Sea-Cat Crewzer II had an interest rate swap agreement maturing in 2019 that calls for the Company to pay a fixed rate of interest of 1.52% on the amortized notional value of $21.5 million and receive a variable interest rate based on LIBOR on the amortized notional value.

Sea-Cat Crewzer had an interest rate swap agreement maturing in 2019 that calls for the Company to pay a fixed rate of interest of 1.52% on the amortized notional value of $19.0 million and receive a variable interest rate based on LIBOR on the amortized notional value.

~~Other Derivative Instruments.~~ ~~The Company recognized gains (losses) on derivative instruments not designated as hedging instruments for the nine months ended September 30 as follows (in thousands):~~

2017 2016
Conversion option liability on 3.75% Convertible Senior Notes $ 13,119
$ —
Options on equities and equity indices —
3,095
Forward currency exchange, option and future contracts (78 ) —
Interest rate swap agreements (321 ) (18 )
$ 12,720
$ 3,077

~~The conversion option liability relates to the bifurcated embedded conversion option in the 3.75% Convertible Senior Notes (see Note 5).~~

The Company may hold positions in publicly traded equity options that convey the right or obligation to engage in a future transaction on the underlying equity security or index. Historically, the Company’s investment in equity options has primarily included positions in energy related businesses. These contracts are typically entered into to mitigate the risk of changes in market value of marketable security positions that the Company is either about to acquire, has acquired or is about to dispose.

~~The Company enters~~enter and ~~settles~~settle forward currency exchange, option and future contracts with respect to various foreign currencies. These contracts enable the Company to buy currencies in the future at fixed exchange rates, which could offset possible consequences of changes in currency exchange rates with respect to the Company’s business conducted outside of the ~~United States.~~U.S. The Company generally does not enter into contracts with forward settlement dates beyond ~~twelve~~12 to ~~eighteen~~18 months.

As of September 30, 2023, the Company had no open forward currency exchange contracts.

Cash Flow Hedges.The Company ~~and certain of its 50% or less owned companies~~may have ~~entered~~interest rate swap agreements designated as cash flow hedges. By entering into interest rate swap agreements, the Company can convert the variable interest component of certain of their outstanding borrowings to a fixed interest rate. The Company recognized losses on derivative instruments designated as cash flow hedges of $0.5million for the ~~general purpose~~nine months ended September 30, 2023 and gains of ~~providing protection against increases in interest rates, which might lead to higher interest costs.~~$2.3 million for the nine months ended September 30, 2022, respectively, as a component of other comprehensive income (loss). As of September 30, ~~2017, the~~2023, there were no interest rate swaps held by the Company.

Other Derivative Instruments.The Company ~~or its 50% or less owned companies were~~had no derivative instruments not designated as ~~follows:~~

~~Falcon Global had an interest rate swap agreement maturing in 2022 that calls~~hedging instruments for the ~~Company~~three and nine months ended September 30, 2023 and recognized gains on derivative instruments not designated as hedging instruments for the three and nine months ended September 30, 2022 as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
Conversion option liability on Old Convertible Notes	$	—	$	1	$	—	$	—

The conversion option liability related to ~~pay a fixed interest rate~~the bifurcated embedded conversion option in the Old Convertible Notes, issued to investment funds managed and controlled by The Carlyle Group, were exchanged for the New Convertible Notes during the fourth quarter of ~~2.06% on the amortized notional value of $57.8 million and receive a variable interest rate based on LIBOR on the amortized notional value.~~2022.

OSV Partners had two interest rate swap agreements with maturities in 2020 that call for OSV Partners to pay a fixed rate of interest ranging from 1.89% to 2.27% on the aggregate amortized notional value of $34.2 million and receive a variable interest rate based on LIBOR on the aggregate amortized notional value.

FAIR VALUE MEASUREMENTS

Dynamic Offshore had an interest rate swap agreement maturing in 2018 that calls for Dynamic Offshore to pay a fixed interest rate of 1.30% on the amortized notional value of $66.7 million and receive a variable interest rate based on LIBOR on the amortized notional value.


7.	~~FAIR VALUE MEASUREMENTS~~

The fair value of an asset or liability is the price that would be received to sell an asset or transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction

between market participants on the measurement date. The Company utilizes a fair value hierarchy that maximizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value and defines three levels of inputs that may be used to measure fair value. Level 1 inputs are quoted prices in active markets for identical assets or liabilities. Level 2 inputs are observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets, quoted prices in markets that are not active, inputs other than quoted prices that are observable for the asset or liability, or inputs derived from observable market data. Level 3 inputs are unobservable inputs that are supported by little or no market activity and are significant to the fair value of the assets or liabilities.

The Company’s financial assets and liabilities as of September 30, ~~2017~~2023 and December 31, 2022 that are measured at fair value on a recurring basis were as follows (in thousands):


September 30, 2023	Level 1		Level 2		Level 3
ASSETS
Derivative instruments	$	—	$	—	$	—
December 31, 2022
ASSETS
Derivative instruments	$	—	$	526	$	—

Level 1 Level 2 Level 3
ASSETS
Derivative instruments (included in other receivables) $ —
$ 240
$ —
Construction reserve funds 45,455
—
—
LIABILITIES
Derivative instruments (included in other current liabilities) —
389
—
Conversion option liability on 3.75% Convertible Senior Notes —
—
14,135

The fair value of the conversion option liability on the 3.75% Convertible Senior Notes is estimated with significant inputs that are both observable and unobservable in the market and therefore is considered a ~~Level 3~~ fair value measurement. The Company used a binomial lattice model that assumes the holders will maximize their value by finding the optimal decision between redeeming at the redemption price or exchanging into shares of Common Stock. This model estimates the fair value of the conversion option as the differential in the fair value of the notes including the conversion option compared with the fair value of the notes excluding the conversion option.

The significant observable inputs used in the fair value measurement include the price of Common Stock and the risk free interest rate. The significant unobservable inputs are the estimated Company credit spread and Common Stock volatility, which were based on comparable companies in the marine transportation and energy industries.

The estimated fair values of the Company’s other financial assets and liabilities as of September 30, ~~2017~~2023 and December 31, 2022 were as follows (in thousands):


			Estimated Fair Value
September 30, 2023	Carrying Amount		Level 1		Level 2		Level 3
ASSETS
Cash, cash equivalents and restricted cash	$	58,636	$	58,636	$	—	$	—
LIABILITIES
Long-term debt, including current portion		319,848		—		304,706		—
December 31, 2022
ASSETS
Cash, cash equivalents and restricted cash	$	43,045	$	43,045	$	—	$	—
LIABILITIES
Long-term debt, including current portion		321,631		—		314,979		—

Estimated Fair Value

Carrying
Amount
Level 1 Level 2 Level 3
ASSETS
Cash, cash equivalents and restricted cash $ 131,976
$ 131,976
$ —
$ —
Investments, at cost, in 50% or less owned companies (included in other assets) 132
see below

LIABILITIES
Long-term debt, including current portion $ 316,727
$ —
$ 297,227
$ —

The carrying value of cash, cash equivalents and restricted cash approximates fair value. The fair value of the Company’s long-term debt was estimated based upon quoted market prices or by using discounted cash flow analysis based on estimated current rates for similar types of arrangements. It was not practicable to estimate the fair value of certain of the Company’s investments, at cost, in 50% or less owned companies because of the lack of quoted market prices and the inability to estimate fair value without incurring excessive costs. Considerable judgment was required in developing certain of the estimates of fair value, and, accordingly, the estimates presented herein are not necessarily indicative of the amounts that the Company could realize in a current market exchange.

~~The Company’s other assets and liabilities that were measured at fair value during the nine months ended September 30, 2017 were as follows (in thousands):~~

Level 1 Level 2 Level 3
ASSETS
Property and equipment:
Fast support $ —
$ 175
$ —
Specialty —
750
—

Investments, at equity, and advances to 50% or less owned companies:

Sea-Cat Crewzer and Sea-Cat Crewzer II —
15,700
—
Falcon Global —
—
19,374
Dynamic Offshore —
5,038
—
Other —
—
910

Property and ~~equipment.~~equipment. During the nine months ended September 30, ~~2017,~~2023, the Company recognized impairment charges of ~~$10.3~~$0.3 million ~~associated with certain owned offshore support vessels (see Note 1). The~~ ~~Level 2~~ ~~fair values were determined based on contracted sales prices, sales prices of similar equipment or scrap value, as applicable.~~

~~Investments, at equity, and advances~~for one leased-in AHTS to ~~50% or less owned companies.~~adjust for indicative future cash flows. During the ~~nine months~~year ended ~~September 30, 2017, the Company marked its investments in Sea-Cat Crewzer and Sea-Cat Crewzer II to fair value upon the acquisition of 100% controlling interests in the companies. The~~ ~~Level 2~~ ~~fair values were determined based on the purchase price of the acquired interests.~~

During the nine months ended September 30, 2017, the Company’s partner declined to participate in a capital call from Falcon Global and, as a consequence, the Company obtained 100% voting control of Falcon Global in accordance with the terms of the operating agreement (see Note 4). Upon the change in control, the Company marked its investment in Falcon Global to fair value. Falcon Global’s primary assets consist of two newly constructed foreign-flag liftboats. The estimated fair value of the liftboats was the primary input used by the Company in determining the fair value of its investment based on a third-party valuation using significant inputs that are unobservable in the market and therefore is considered a ~~Level 3~~ fair value measurement. Due to limited market transactions, the primary valuation methodology applied by the appraisers was an estimated cost approach less economic obsolescence based on utilization and rates per day worked trending over the prior year in the Middle East region where the vessels are intended to operate.

~~During the nine months ended September 30, 2017,~~December 31, 2022, the Company recognized animpairment charges totaling $2.9 million. The Company recorded impairment charges of $0.9 million for one FSV classified as held for sale and sold during 2022. In addition, the Company recorded impairment charges of $0.7 million for one leased-in AHTS as it is not expected to return to active service during its remaining lease term. Additionally, the Company recorded impairment charges of $1.3 million for other ~~than temporary decline~~equipment and classified such equipment as assets held for sale, which was subsequently sold in the ~~fair value~~first quarter of its equity investment in Dynamic Offshore (see Note 4) and marked its investment to fair value. Dynamic’s primary asset consists of a recently constructed foreign-flag jack-up drilling rig. The estimated fair value of the jack-up drilling rig was the primary input used by2023.

10.

WARRANTS

In connection with various transactions, the Company ~~in determining the fair value~~issued 2,560,456 warrants to purchase shares of ~~its investment based on a third-party valuation primarily using sales prices~~Common Stock at an exercise price of ~~similar equipment and therefore is considered a~~ ~~Level 2~~ ~~fair value measurement. The fair value analysis is preliminary and is expected to be completed by December 31, 2017.~~


8.	~~NONCONTROLLING INTERESTS IN SUBSIDIARIES~~

~~Noncontrolling interests in the Company’s consolidated subsidiaries were as follows (in thousands):~~

Noncontrolling Interests September 30, 2017 December 31, 2016
Falcon Global 50% $ 12,872
$ —
Windcat Workboats 12.5% 2,853
5,266
Other 1.8% 287
278
$ 16,012
$ 5,544

~~Falcon Global.~~ Falcon Global owns and operates two foreign-flag liftboats. In March 2017, the Company’s partner declined to participate in a capital call from Falcon Global and, as a consequence, the Company obtained 100% voting control of Falcon Global in accordance with the terms of the operating agreement and began consolidating Falcon Global’s net assets effective March 31, 2017 (see Note 4)$0.01 per share (“Warrants”). As of September 30, ~~2017, the net assets~~2023, 1,321,968 Warrants remain outstanding, which are comprised entirely of Falcon Global were $25.7 million. During the six months ended September 30, 2017 (the period which Falcon Global has been consolidated into the Company’s financial statements), the net loss of Falcon Global was $9.0 million, of which $4.5 million was attributablewarrants issued to ~~noncontrolling interests.~~funds affiliated with The Carlyle Group.

~~Windcat Workboats.~~ Windcat Workboats owns and operates the Company’s wind farm utility vessels that are primarily used to move personnel and supplies in the major offshore wind markets of Europe. During the nine months ended September 30, 2017, the Company acquired an additional 12.5% of Windcat Workboats from noncontrolling interests for $3.7 million.

11.

COMMITMENTS AND CONTINGENCIES

As of September 30, 2017, the net assets of Windcat Workboats were $22.8 million. During the nine months ended September 30, 2017, the net income of Windcat Workboats was $0.1 million with a net loss attributable to noncontrolling interests of $0.1 million. During the nine months ended September 30, 2016, the net loss of Windcat Workboats was $3.6 million, of which $0.9 million was attributable to noncontrolling interests.

~~9. RELATED PARTY TRANSACTIONS~~

In connection with the Spin-off, SEACOR Marine entered into certain agreements with SEACOR Holdings to govern SEACOR Marine’s relationship with SEACOR Holdings following the Spin-off, including a Distribution Agreement, two Transition Services Agreements, an Employee Matters Agreement and a Tax Matters Agreement.

Following the completion of the Spin-off, the Company is no longer charged management fees by SEACOR Holdings for their corporate costs. However, the Company continues to be supported by SEACOR Holdings for corporate services provided post Spin-off for a fixed net fee of $6.3 million per annum pursuant to the Transition Services Agreements with SEACOR Holdings. The fees incurred will decline as the services and functions provided by SEACOR Holdings are terminated and replicated within the Company. Fees incurred by the Company pursuant to the Transition Services Agreements are recognized as additional administrative and general expenses in the accompanying condensed consolidated statements of loss.

As of September 30, 2017, SEACOR Holdings has guaranteed $93.2 million for various obligations of the Company, including: debt facility and letter of credit obligations; performance obligations under sale-leaseback arrangements; and invoiced amounts for funding deficits under the MNOPF. Pursuant to a Transition Services Agreement with SEACOR Holdings, SEACOR Holdings charges the Company a fee of 0.5% on outstanding guaranteed amounts, which declines as the guaranteed obligations are settled by the Company. The Company recognized guarantee fees in connection with its sale-leaseback arrangements of $0.3 million for the nine months ended September 30, 2017 as additional leased-in equipment operating expenses in the accompanying condensed consolidated statements of loss. Guarantee fees paid to SEACOR Holdings for all other obligations are recognized as SEACOR Holdings guarantee fees in the accompanying condensed consolidated statements of loss.

Certain officers and employees of the Company received compensation through participation in SEACOR Holdings share award plans. Pursuant to the Employee Matters Agreement with SEACOR Holdings, participating Company personnel vested in all outstanding SEACOR Holdings share awards upon the Spin-off and received SEACOR Marine restricted stock from the Spin-off distribution in connection with outstanding SEACOR Holdings restricted stock held. As a consequence, the Company paid SEACOR Holdings $9.4 million upon completion of the Spin-off, including $2.7 million for the distribution of SEACOR Marine restricted stock, which is amortized over the participants’ remaining vesting periods, and $6.7 million on the accelerated vesting of SEACOR Holdings share awards, which was immediately recognized as additional administrative and general expenses in the accompanying condensed consolidated statements of loss.

Pursuant to one of the Transitions Services Agreements with SEACOR Holdings, the Company is obligated to reimburse SEACOR Holdings up to 50% of the severance and restructuring costs actually incurred by SEACOR Holdings as a result of the Spin-off up to, but not in excess of, $6.0 million (such that the Company shall not be obligated to pay more than $3.0 million). As of September 30, 2017, the Company has reimbursed SEACOR Holdings severance and restructuring costs of $0.7 million recognized as additional administrative and general expenses in the accompanying condensed consolidated statements of loss.

Immediately preceding the Spin-off and pursuant to an Investment Agreement dated November 30, 2015 with the holders of the 3.75% Convertible Senior Notes, the Company reimbursed SEACOR Holdings for the final settlement of non-deductible Spin-off related expenses of $3.4 million recognized as additional administrative and general expenses in the accompanying condensed consolidated statements of loss.


~~10.~~	~~COMMITMENTS AND CONTINGENCIES~~

~~As of September 30, 2017,~~2023, the Company had unfunded capital commitments of ~~$68.9~~$1.0 million for miscellaneous vessel equipment payable during 2024. The Company has indefinitely deferred an additional $9.2 million of orders with respect to one FSV.

In December 2015, the Brazilian Federal Revenue Office issued a tax-deficiency notice to Seabulk Offshore do Brasil Ltda, an indirect wholly-owned subsidiary of SEACOR Marine (“Seabulk Offshore do Brasil”), with respect to certain profit participation contributions (also known as “PIS”) and social security financing contributions (also known as “COFINS”) requirements alleged to be due from Seabulk Offshore do Brasil (“Deficiency Notice”) in respect of the period of January 2011 until December 2012. In January 2016, the Company administratively appealed the Deficiency Notice on the basis that, ~~included four fast support vessels, three supply vessels~~among other arguments, (i) such contributions were not applicable in the circumstances of a 70%/30% cost allocation structure, and ~~two~~(ii) the tax inspector had incorrectly determined that values received from outside of Brazil could not be classified as expense refunds. The initial appeal was dismissed by the Brazilian Federal Revenue Office and the Company appealed such dismissal and is currently awaiting an administrative trial. A local Brazilian law has been enacted that supports the Company’s position that such contribution requirements are not applicable, but it is uncertain whether such law will be taken into consideration with respect to administrative proceedings commenced prior to the enactment of the law. Accordingly, the success of Seabulk Offshore do Brasil in the administrative proceedings cannot be assured and the matter may need to be addressed through judicial court proceedings. The potential levy arising from the Deficiency Notice is R$22.6 million based on a historical potential levy of R$12.87 million (USD $4.5 million and USD $2.6 million, respectively, based on the exchange rate as of September 30, 2023).

On April 13, 2021, the SEACOR Power, a liftboat owned by a subsidiary of the Company with nineteen individuals on board, capsized off the coast of Port Fourchon, Louisiana. The incident resulted in the death of several crew members, including the captain of the vessel and five other employees of the Company. The incident also resulted in the constructive total loss of the SEACOR Power. In coordination with the U.S. Coast Guard (“USCG”), the Company has completed the salvage operations related to the vessel and the associated salvage costs were covered by insurance proceeds.

The National Transportation Safety Board (“NTSB”) and the USCG have each conducted an investigation to determine the cause of the incident and released their respective final reports. The NTSB’s report determined that the probable cause of the capsizing of the SEACOR Power was a loss of stability that occurred when the vessel was struck by severe thunderstorm winds, which exceeded the vessel’s operation wind ~~farm utility vessels.~~speed limits. The ~~Company’s capital commitments~~NTSB further determined that contributing to the loss of life on the vessel was the speed at which the vessel capsized and the angle at which it came to rest, which made egress difficult, and the high winds and seas in the aftermath of the capsizing, which hampered rescue efforts. The USCG’s report is consistent with the determinations of the NTSB.

Numerous civil lawsuits have been filed against the Company and other third parties by ~~year~~the family members of ~~expected payment~~deceased crew members and the surviving crew members employed by the Company or by third parties. On June 2, 2021, the Company filed a Limitation of Liability Act complaint in federal court in the Eastern District of Louisiana (“Limitation Action”), which had the effect of enjoining all existing civil lawsuits and requiring the plaintiffs to file their claims relating to the capsizing of the SEACOR Power in the Limitation Action. Nearly all injury and death claims in the Limitation Action for which the Company has financial exposure

have been resolved, and the remaining claims are ~~as follows (in thousands):~~

Remainder of 2017 $ 5,195
2018 40,932
2019 21,106
2020 1,645
$ 68,878

those for which the Company is owed contractual defense and indemnity or will be covered by insurance.

In the normal course of its business, the Company becomes involved in various other litigation matters including, among ~~other things,~~others, claims by third parties for alleged property damages and personal injuries. Management has used estimates in determining the Company’s potential exposure to these matters and has recorded reserves in its financial statements related thereto where appropriate. It is possible that a change in the Company’s estimates of that exposure could occur, but the Company does not expect that such changes in estimated costs would have a material effect on the Company’s consolidated financial position, results of operations or cash flows.

Certain of the Company’s subsidiaries are participating employers in two industry-wide, multi-employer, defined benefit pension funds in the United Kingdom: the U.K Merchant Navy Officers Pension Fund (“MNOPF”) and the U.K. Merchant Navy Ratings Pension Fund (“MNRPF”). The Company’s participation in the MNOPF began with the acquisition of the Stirling group of companies (the “Stirling Group”) in 2001 and relates to certain officers employed between 1978 and 2002 by the Stirling Group and/or its predecessors. The Company’s participation in the MNRPF also began with the acquisition of the Stirling Group in 2001 and relates to ratings employed by the Stirling Group and/or its predecessors through today. Both of these plans are in deficit positions and, depending upon the results of future actuarial valuations, it is possible that the plans could experience funding deficits that will require the Company to recognize payroll related operating expenses in the periods invoices are received. As of September 30, 2023, all invoices related to MNOPF and MNRPF have been settled in full.

On October 19, 2021, the Company was informed by the MNRPF that two issues had been identified during a review of the MNRPF by the applicable trustee that would potentially give rise to material additional liabilities for the MNRPF. The MNRPF has indicated that the investigations into these issues remain ongoing, and that further updates will be provided as significant developments arise. Should such additional liabilities require the MNRPF to collect additional funds from participating employers, it is possible that the Company will be invoiced for a portion of such funds and recognize payroll related operating expenses in the periods invoices are received.

~~11.~~

12.

STOCK BASED COMPENSATION

Transactions in connection with the Company’s Equity Incentive Plans during the nine months ended September 30, 2023 were as follows:


Restricted Stock Activity:
Outstanding as of December 31, 2022	1,682,193
Granted	660,307
Vested	(685,416	)
Forfeited	(15,000	)
Outstanding as of September 30, 2023 (1)	1,642,084

Stock Option Activity:
Outstanding as of December 31, 2022	1,026,865
Granted	—
Exercised	(834	)
Forfeited	—
Outstanding as of September 30, 2023	1,026,031

(1)

Excludes 156,620 grants of performance-based stock units that are not considered outstanding until such time that they become probable to vest.

For the nine months ended September 30, 2023, the Company acquired for treasury 232,239 shares of Common Stock from its directors and/or employees to cover their tax withholding obligations upon the lapsing of restrictions on share awards for an aggregate purchase price of $2.4 million. These shares were purchased in accordance with the terms of the Company’s 2017 Equity Incentive Plan, 2020 Equity Incentive Plan and 2022 Equity Incentive Plan, as applicable.

13.

SEGMENT INFORMATION

The Company’s segment presentation and basis of measurement of segment profit or loss are as previously described in the ~~Company’s Registration Statement.~~ 2022 Annual Report. The following tables summarize the operating results, capital expenditures and assets of the Company’s reportable ~~segments.~~

segments for the periods indicated (in thousands):


	United States (primarily Gulf of Mexico)		Africa and Europe		Middle East and Asia		Latin America			Total
For the Three Months Ended September 30, 2023
Operating Revenues:
Time charter	$	16,236	$	22,528	$	16,087	$	13,817		$	68,668
Bareboat charter		—		—		—		368			368
Other marine services		5,444		815		103		176			6,538
		21,680		23,343		16,190		14,361			75,574
Direct Costs and Expenses:
Operating:
Personnel		6,712		5,089		5,157		2,985			19,943
Repairs and maintenance		1,560		2,214		2,623		1,021			7,418
Drydocking		462		320		1,056		(70	)		1,768
Insurance and loss reserves		332		573		711		217			1,833
Fuel, lubes and supplies		958		2,573		743		773			5,047
Other		341		1,320		779		367			2,807
		10,365		12,089		11,069		5,293			38,816
Direct Vessel Profit	$	11,315	$	11,254	$	5,121	$	9,068			36,758
Other Costs and Expenses:
Lease expense	$	116	$	372	$	59	$	104			651
Administrative and general											12,300
Depreciation and amortization		3,810		3,821		3,721		2,110			13,462
											26,413
Losses on asset dispositions and impairments, net											(512	)
Operating income										$	9,833


	United States (primarily Gulf of Mexico)			Africa and Europe			Middle East and Asia			Latin America			Total
For the Nine Months Ended September 30, 2023
Operating Revenues:
Time charter	$	28,921		$	65,938		$	48,678		$	41,350		$	184,887
Bareboat charter		—			—			—			1,092			1,092
Other marine services		12,279			(1,056	)		3,318			1,918			16,459
		41,200			64,882			51,996			44,360			202,438
Direct Costs and Expenses:
Operating:
Personnel		19,204			14,427			15,264			10,795			59,690
Repairs and maintenance		4,327			6,817			4,519			3,559			19,222
Drydocking		2,011			1,648			(723	)		1,101			4,037
Insurance and loss reserves		2,455			1,311			2,616			630			7,012
Fuel, lubes and supplies		2,665			6,207			2,310			2,322			13,504
Other		899			4,356			2,340			1,331			8,926
		31,561			34,766			26,326			19,738			112,391
Direct Vessel Profit	$	9,639		$	30,116		$	25,670		$	24,622			90,047
Other Costs and Expenses:
Lease expense	$	395		$	1,209		$	202		$	263			2,069
Administrative and general														37,636
Depreciation and amortization		11,206			11,599			11,117			6,877			40,799
														80,504
Gains on asset dispositions and impairments, net														3,352
Operating income													$	12,895
As of September 30, 2023
Property and Equipment:
Historical Cost	$	215,592		$	272,312		$	285,721		$	162,895		$	936,520
Accumulated Depreciation		(96,597	)		(89,338	)		(98,481	)		(34,133	)		(318,549	)
	$	118,995		$	182,974		$	187,240		$	128,762		$	617,971
Total Assets (1)	$	155,613		$	212,048		$	210,401		$	147,479		$	725,541

(1)

Total assets by region does not include corporate assets of $54.8 million as of September 30, 2023.


	United States (primarily Gulf of Mexico)		Africa and Europe		Middle East and Asia			Latin America		Total
For the Three Months Ended September 30, 2022
Operating Revenues:
Time charter	$	17,075	$	17,551	$	11,712		$	10,162	$	56,500
Bareboat charter		—		—		—			332		332
Other marine services		2,161		60		319			419		2,959
		19,236		17,611		12,031			10,913		59,791
Direct Costs and Expenses:
Operating:
Personnel		7,243		4,694		5,384			2,831		20,152
Repairs and maintenance		2,002		2,110		1,776			1,489		7,377
Drydocking		1,549		383		3,113			1		5,046
Insurance and loss reserves		1,382		359		762			347		2,850
Fuel, lubes and supplies		1,143		2,284		1,426			563		5,416
Other		314		1,580		878			393		3,165
		13,633		11,410		13,339			5,624		44,006
Direct Vessel Profit (Loss)	$	5,603	$	6,201	$	(1,308	)	$	5,289		15,785
Other Costs and Expenses:
Lease expense	$	278	$	455	$	35		$	400		1,168
Administrative and general											9,978
Depreciation and amortization		4,332		3,461		3,974			1,987		13,754
											24,900
Losses on asset dispositions and impairments, net											(1,783	)
Operating loss										$	(10,898	)


	United States (primarily Gulf of Mexico)			Africa and Europe			Middle East and Asia			Latin America			Total
For the Nine Months Ended September 30, 2022
Operating Revenues:
Time charter	$	34,698		$	44,761		$	39,278		$	30,008		$	148,745
Bareboat charter		—			—			—			998			998
Other		6,612			516			828			1,700			9,656
		41,310			45,277			40,106			32,706			159,399
Direct Costs and Expenses:
Operating:
Personnel		17,939			11,756			17,106			10,132			56,933
Repairs and maintenance		4,383			6,327			6,153			5,685			22,548
Drydocking		8,506			1,661			6,325			1			16,493
Insurance and loss reserves		2,809			812			2,017			943			6,581
Fuel, lubes and supplies		2,599			5,247			3,754			1,895			13,495
Other		819			5,279			3,718			1,781			11,597
		37,055			31,082			39,073			20,437			127,647
Direct Vessel Profit	$	4,255		$	14,195		$	1,033		$	12,269			31,752
Other Costs and Expenses:
Lease expense	$	860		$	1,313		$	104		$	959			3,236
Administrative and general														30,112
Depreciation and amortization		13,532			10,025			12,548			6,228			42,333
														75,681
Gains on asset dispositions and impairments, net														381
Operating loss													$	(43,548	)
As of September 30, 2022
Property and Equipment:
Historical Cost	$	259,472		$	247,967		$	305,880		$	179,104		$	992,423
Accumulated Depreciation		(122,340	)		(80,069	)		(91,906	)		(27,583	)		(321,898	)
	$	137,132		$	167,898		$	213,974		$	151,521		$	670,525
Total Assets (1)	$	177,463		$	187,495		$	231,165		$	167,021		$	763,144

United States (primarily Gulf of Mexico)
$’000

Africa (primarily West Africa)
$’000

Middle East and Asia
$’000

Brazil, Mexico, Central and South America
$’000

Europe (primarily North Sea)
$’000

Total
$’000
For the three months ended September 30, 2017
Operating Revenues:
Time charter 4,587
9,700
9,490
1,439
20,051
45,267
Bareboat charter —
—
—
1,168
—
1,168
Other marine services 1,116
(310 ) (341 ) 159
754
1,378
5,703
9,390
9,149
2,766
20,805
47,813
Direct Costs and Expenses:
Operating:
Personnel 4,455
3,588
4,731
326
9,079
22,179
Repairs and maintenance 1,289
1,324
2,309
110
2,378
7,410
Drydocking 1,109
311
(102 ) —
961
2,279
Insurance and loss reserves 598
157
363
75
203
1,396
Fuel, lubes and supplies 249
693
1,115
33
790
2,880
Other 123
704
1,192
69
190
2,278
7,823
6,777
9,608
613
13,601
38,422
Direct Vessel Profit (Loss) (2,120 ) 2,613
(459 ) 2,153
7,204
9,391
Other Costs and Expenses:
Operating:
Leased-in equipment 1,870
966
—
—
—
2,836
Administrative and general 10,318
Depreciation and amortization 5,224
2,456
4,320
1,025
2,597
15,622
28,776
Losses on Asset Dispositions and Impairments, Net (9,744 )
Operating Loss (29,129 )

(1)

Total assets by region does not include corporate assets of $79.8million as of September 30, 2022.

United States (primarily Gulf of Mexico)
$’000

Africa (primarily West Africa)
$’000

Middle East and Asia
$’000

Brazil, Mexico, Central and South America
$’000

Europe (primarily North Sea)
$’000

Total
$’000
For the nine months ended September 30, 2017
Operating Revenues:
Time charter 12,471
23,333
22,728
1,439
54,829
114,800
Bareboat charter —
—
—
3,467
—
3,467
Other marine services 3,140
97
645
396
1,895
6,173
15,611
23,430
23,373
5,302
56,724
124,440
Direct Costs and Expenses:
Operating:
Personnel 11,768
9,624
12,001
487
25,667
59,547
Repairs and maintenance 2,963
5,102
6,832
230
6,303
21,430
Drydocking 1,992
2,051
414
—
3,140
7,597
Insurance and loss reserves 2,608
696
1,062
86
629
5,081
Fuel, lubes and supplies 1,104
1,956
2,547
60
2,745
8,412
Other 246
2,221
3,718
73
677
6,935
20,681
21,650
26,574
936
39,161
109,002
Direct Vessel Profit (Loss) (5,070 ) 1,780
(3,201 ) 4,366
17,563
15,438
Other Costs and Expenses:
Operating:
Leased-in equipment 6,286
2,905
862
—
64
10,117
Administrative and general 43,849
Depreciation and amortization 16,573
6,105
10,826
2,474
6,780
42,758
96,724
Losses on Asset Dispositions and Impairments, Net (11,243 )
Operating Loss (92,529 )

As of September 30, 2017
Property and Equipment:
Historical cost 429,500
189,845
328,263
78,976
177,825
1,204,409
Accumulated depreciation (237,210 ) (54,052 ) (93,535 ) (42,590 ) (131,532 ) (558,919 )
192,290
135,793
234,728
36,386
46,293
645,490

United States (primarily Gulf of Mexico)
$’000

Africa (primarily West Africa)
$’000

Middle East and Asia
$’000
��
Brazil, Mexico, Central and South America
$’000

Europe (primarily North Sea)
$’000

Total
$’000
For the three months ended September 30, 2016
Operating Revenues:
Time charter 6,440
8,593
12,763
—
19,677
47,473
Bareboat charter —
—
—
1,967
—
1,967
Other marine services 1,083
238
2,566
220
578
4,685
7,523
8,831
15,329
2,187
20,255
54,125
Direct Costs and Expenses:
Operating:
Personnel 4,865
3,195
4,778
198
9,827
22,863
Repairs and maintenance 768
441
1,394
20
2,194
4,817
Drydocking (8 ) 617
719
—
696
2,024
Insurance and loss reserves 1,200
147
199
—
163
1,709
Fuel, lubes and supplies 533
748
961
—
957
3,199
Other 118
890
790
(56 ) 274
2,016
7,476
6,038
8,841
162
14,111
36,628
Direct Vessel Profit 47
2,793
6,488
2,025
6,144
17,497
Other Costs and Expenses:
Operating:
Leased-in equipment 2,040
974
1,254
180
83
4,531
Administrative and general 10,588
Depreciation and amortization 6,489
1,678
3,063
929
2,054
14,213
29,332
Losses on Asset Dispositions and Impairments, Net (29,233 )
Operating Loss (41,068 )

United States (primarily Gulf of Mexico)
$’000

Africa (primarily West Africa)
$’000

Middle East and Asia
$’000

Brazil, Mexico, Central and South America
$’000

Europe (primarily North Sea)
$’000

Total
$’000
For the nine months ended September 30, 2016
Operating Revenues:
Time charter 26,208
28,634
31,470
196
61,772
148,280
Bareboat charter —
—
—
7,664
—
7,664
Other marine services 3,048
274
9,295
1,104
1,610
15,331
29,256
28,908
40,765
8,964
63,382
171,275
Direct Costs and Expenses:
Operating:
Personnel 18,995
9,604
14,014
2,093
31,556
76,262
Repairs and maintenance 2,170
1,934
4,887
227
7,320
16,538
Drydocking 209
1,201
2,112
—
4,168
7,690
Insurance and loss reserves 2,879
395
613
37
766
4,690
Fuel, lubes and supplies 1,280
1,722
3,413
193
3,041
9,649
Other 307
2,298
2,396
114
945
6,060
25,840
17,154
27,435
2,664
47,796
120,889
Direct Vessel Profit 3,416
11,754
13,330
6,300
15,586
50,386
Other Costs and Expenses:
Operating:
Leased-in equipment 5,760
2,926
3,553
914
212
13,365
Administrative and general 34,915
Depreciation and amortization 20,523
4,871
9,040
3,328
6,543
44,305
92,585
Losses on Asset Dispositions and Impairments, Net (49,970 )
Operating Loss (92,169 )

As of September 30, 2016
Property and Equipment:
Historical cost 455,374
165,375
206,018
61,153
170,128
1,058,048
Accumulated depreciation (227,333 ) (77,259 ) (95,195 ) (33,700 ) (118,531 ) (552,018 )
228,041
88,116
110,823
27,453
51,597
506,030

The Company’s investments in ~~50%~~50% or less owned companies, which are accounted for under the equity method, also contribute to its consolidated results of operations. As of September 30, ~~2017,~~2023, and 2022, the Company’s investments, at equity and advances to ~~50%~~50% or less owned companies in ~~MexMar and~~ its other ~~50%~~50% or less owned companies were ~~$59.7~~$3.9 million and ~~$30.3~~$1.9 million, respectively. Equity in earnings ~~(losses)~~ of 50% or less owned companies ~~net~~for the nine months ended September 30, 2023 and 2022 were $3.2 million and $5.8 million, respectively.

14.

SUBSEQUENT EVENTS

The Company has evaluated subsequent events through the filing of ~~tax, were as follows (in thousands):~~this Quarterly Report on Form 10-Q and determined that there have been no material events that have occurred that are not properly recognized and/or disclosed in the consolidated financial statements.

Three Months Ended September 30, Nine Months Ended September 30,
2017 2016 2017 2016
MexMar $ 793
$ 859
$ 3,382
$ 4,290
Other (8,099 ) (69 ) (8,679 ) (4,654 )
$ (7,306 ) $ 790
$ (5,297 ) $ (364 )


~~ITEM 2.~~	~~MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS~~

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This Form 10-Q includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements concern management’s expectations, strategic objectives, business prospects, anticipated economic performance and financial condition and other similar matters and involve significant known and unknown risks, uncertainties and other important factors that could cause the actual results, performance or achievements of results to differ materially from any future results, performance or achievements discussed or implied by such forward-looking statements. Certain ~~statements~~of these risks, uncertainties and other important factors are discussed in the Risk Factors and Management’s Discussion and Analysis of Financial Condition and Results of Operations of the Company’s 2022 Annual Report on Form 10-K and this Quarterly Report on Form ~~10-Q as well as in other reports, materials~~10-Q. However, it should be understood that it is not possible to identify or predict all such risks, uncertainties and ~~oral statements that the Company releases~~factors, and others may arise from time to ~~time to~~time. All of these forward-looking statements constitute the ~~public constitute “forward-looking statements” within the meaning of~~Company’s cautionary statements under the Private Securities Litigation Reform Act of 1995. ~~Generally,~~The words ~~such as~~ “anticipate,” “estimate,” “expect,” “project,” “intend,” “believe,” “plan,” “target,” “forecast” and similar expressions are intended to identify forward-looking statements. Such forward-looking statements concern management’s expectations, strategic objectives, business prospects, anticipated economic performance and financial condition and other similar matters. These statements are not guarantees of future performance and actual events or results may differ significantly from these statements. Actual events or results are subject to significant known and unknown risks, uncertainties and other important factors, including decreased demand and loss of revenues as a result of a decline in the price of oil and resulting decrease in capital spending by oil and gas companies, an oversupply of newly built offshore support vessels, additional safety and certification requirements for drilling activities in the U.S. Gulf of Mexico and delayed approval of applications for such activities, the possibility of U.S. government implemented moratoriums directing operators to cease certain drilling activities in the U.S. Gulf of Mexico and any extension of such moratoriums, weakening demand for the Company’s services as a result of unplanned customer suspensions, cancellations, rate reductions or non-renewals of vessel charters or failures to finalize commitments to charter vessels in response to a decline in the price of oil, increased government legislation and regulation of the Company’s businesses could increase cost of operations, increased competition if the Jones Act and related regulations are repealed, liability, legal fees and costs in connection with the provision of emergency response services, such as the response to the oil spill as a result of the sinking of the Deepwater Horizon in April 2010, decreased demand for the Company’s services as a result of declines in the global economy, declines in valuations in the global financial markets and a lack of liquidity in the credit sectors, including, interest rate fluctuations, availability of credit, inflation rates, change in laws, trade barriers, commodity prices and currency exchange fluctuations, the cyclical nature of the oil and gas industry, activity in foreign countries and changes in foreign political, military and economic conditions, including as a result of the recent vote in the U.K. to leave the European Union, changes in foreign and domestic oil and gas exploration and production activity, safety record requirements, compliance with U.S. and foreign government laws and regulations, including environmental laws and regulations and economic sanctions, the dependence on several key customers, consolidation of the Company’s customer base, the ongoing need to replace aging vessels, industry fleet capacity, restrictions imposed by the Jones Act and related regulations on the amount of foreign ownership of the Company’s Common Stock, operational risks, effects of adverse weather conditions and seasonality, adequacy of insurance coverage, the ability to remediate the material weaknesses the Company has identified in its internal controls over financial reporting, the attraction and retention of qualified personnel by the Company, and various other matters and factors, many of which are beyond the Company’s control as well as those discussed in “Risk Factors” included in the Information Statement filed as Exhibit 99.1 to Amendment No. 3 to the Company’s Registration Statement on Form 10 and other reports filed by the Company with the SEC. It should be understood that it is not possible to predict or identify all such factors. Consequently, the preceding should not be considered to be a complete discussion of all potential risks or uncertainties. Forward-lookingForward looking statements speak only as of the date of the document in which they are made. The Company disclaims any obligation or undertaking to provide any updates or revisions to any forward-looking statement to reflect any change in the Company’s expectations or any change in events, conditions or circumstances on which the forward-looking statement is ~~based, except as required by law.~~based. It is advisable, however, to consult any further disclosures the Company makes on related subjects in its ~~filings with the Securities and Exchange Commission, including~~ Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K ~~(if any). These statements constitute~~filed with the United States Securities and Exchange Commission.

The following Management’s Discussion and Analysis (the “MD&A”) is intended to help the reader understand the Company’s ~~cautionary~~financial condition and results of operations. The MD&A is provided as a supplement to and should be read in conjunction with the unaudited consolidated financial statements ~~under~~and notes thereto included in this Quarterly Report on Form 10-Q, as well as “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained in the ~~Private Securities Litigation Reform Act of 1995.~~

2022 Annual Report.

Overview

The Company provides global marine and support transportation services to offshore ~~oil and gas exploration, development and production~~energy facilities worldwide. ~~The~~As of September 30, 2023, the Company ~~currently operates~~operated a diverse fleet of ~~183~~59 support ~~and specialty~~ vessels, of which ~~140 are~~57 were owned or leased-in, ~~29 are joint ventured, 11 are~~and two were managed on behalf of unaffiliated third ~~parties and three are operated under pooling arrangements.~~parties. The primary users of the Company’s services are major integrated national and international oil companies, ~~large~~ independent oil and natural gas exploration and production companies, oil field service and ~~emerging independent~~construction companies, as well as offshore wind farm operators and offshore wind farm installation and maintenance companies.

The Company operates and manages a diverse fleet of offshore support vessels that (i) deliver cargo and personnel to offshore installations, including offshore wind farms, (ii) assist offshore operations for production and storage facilities, (iii) provide construction, well work-over, offshore wind farm installation and decommissioning support, (iv) carry and launch equipment used underwater in drilling and well installation, maintenance, inspection and repair and (v) handle anchors and mooring equipment for offshore rigs and platforms. Additionally, the Company’s vessels provide emergency response services and accommodations for technicians and specialists.

The Company operates its fleet in ~~five~~four principal geographic regions: the ~~United States,~~U.S., primarily in the Gulf of Mexico; Africa ~~primarily in West Africa;~~and Europe; the Middle East and Asia; ~~Brazil, Mexico, Central~~ and ~~South America; and Europe,~~Latin America, primarily in ~~the North Sea.~~Mexico and Guyana. The Company’s vessels are highly mobile and regularly and routinely move between countries within a geographic region. In addition, the Company’s vessels are redeployed among ~~its~~ geographic regions, subject to flag restrictions, as changes in market conditions dictate.

Significant items affecting our results of operations

The number and type of vessels operated, their rates per day worked and their utilization levels are the key determinants of the Company’s operating results and cash flows. Unless a vessel is cold-stacked, there is little

reduction in daily running costs for the vessels and, consequently, operating margins are most sensitive to changes in rates per day worked and utilization. The Company manages its fleet utilizing a global network of shore side support, administrative and finance personnel.

Offshore oil and natural gas market conditions are highly volatile. Prices deteriorated beginning in the second half of 2014 and continued to deteriorate when oil prices hit a ~~twelve-year~~13-year low of less than $27 per barrel (on the New York Mercantile Exchange) in February 2016. ~~This decline~~Oil prices experienced unprecedented volatility during 2020 due to the COVID-19 pandemic and the related effects on the global economy, with the price per barrel going negative for a short period of time. Oil prices have steadily increased since the lows hit at the beginning of the COVID-19 pandemic and hit a multi-year high of $122 per barrel at points during 2022 primarily as a result of the conflict between Russia and Ukraine as well as the related economic sanctions and economic uncertainty but have recently decreased to the $91 per barrel range.

While the Company has experienced difficult market conditions over the past few years due to low and volatile oil and natural gas prices and the focus of oil and natural gas producing companies on cost and capital spending budget reductions, the increases since the lows experienced during the COVID-19 pandemic in oil and natural gas prices ~~led to a decrease in offshore drilling and associated activity. The slow recovery in oil and gas prices in 2017~~ has ~~not yet~~ led to an ~~overall~~ increase in ~~offshore activity,~~utilization, day rates and ~~the Company continued to experience difficult market conditions through the third quarter of 2017.~~

customer inquiries about potential new charters.

Low oil prices and the subsequent decline in offshore exploration have forced many operators in the industry to restructure or liquidate assets. The Company continues to closely monitor the delivery of newly built offshore support vessels to the industry-wide fleet, which ~~is creating situations of oversupply,~~in the recent past contributed to an oversaturated market, thereby further lowering the demand for the Company’s existing offshore support vessel fleet. A ~~continuation~~combination of (i) low customer exploration and drilling activity levels, and (ii) ~~the increasing size~~excess supply of ~~the global~~ offshore support ~~vessel fleet as~~vessels whether from laid up fleets or newly built vessels ~~are placed into service~~ could, in isolation or together, have a material adverse effect on the Company’s business, financial position, results of operations, ~~financial position~~cash flows and ~~cash flows.~~

growth prospects.

Certain macro drivers somewhat independent of oil and natural gas prices may support the Company’s business, including: (i) underspending by oil and natural gas producers during the recent industry downturn leading to pent up demand for maintenance and growth capital expenditures; (ii) improved extraction technologies; and (iii) the need for offshore wind farms support as the industry grows. While the Company expects that alternative forms of energy will continue to grow and add to the world’s energy mix, especially as governments, supranational groups and various other parties focus on climate change causes and concerns, the Company believes that for the foreseeable future demand for gasoline and oil will be sustained, as will demand for electricity from natural gas. Some alternative forms of energy such as offshore wind farms support some of the Company’s businesses and the Company expects such support to increase as development of renewable energy expands.

The ~~Spin-off.~~ Company adheres to a strategy of cold-stacking vessels (removing from active service) during periods of weak utilization in order to reduce the daily running costs of operating the fleet, primarily personnel, repairs and maintenance costs, as well as to defer some drydocking costs into future periods. The Company considers various factors in determining which vessels to cold-stack, including upcoming dates for regulatory vessel inspections and related docking requirements. The Company may maintain class certification on certain cold-stacked vessels, thereby incurring some drydocking costs while cold-stacked. Cold-stacked vessels are returned to active service when market conditions improve, or management anticipates improvement, typically leading to increased costs for drydocking, personnel, repair and maintenance in the periods immediately preceding the vessels’ return to active service. Depending on market conditions, vessels with similar characteristics and capabilities may be rotated between active service and cold-stack. On an ongoing basis, the Company reviews its cold-stacked vessels to determine if any should be designated as retired and removed from service based on the vessel’s physical condition, the expected costs to reactivate and restore class certification, if any, and its viability

to operate within current and projected market conditions. As of September 30, 2023, two of the Company’s 59 owned and leased-in vessels was cold-stacked. In addition, the Company had two vessels classified as held for sale as of September 30, 2023.

Recent Developments

2023 SEACOR Marine ~~was~~Foreign Holdings Credit Facility.

On September 8, 2023, SEACOR Marine, as parent guarantor, SMFH, as borrower, and certain other wholly-owned subsidiaries of SEACOR Marine, as subsidiary guarantors, entered into a credit agreement providing for a $122.0 million senior secured term loan (the “2023 SEACOR Marine Foreign Holdings Credit Facility” and such agreement, the “2023 SMFH Credit Agreement”) with certain affiliates of EnTrust Global, as lenders, Kroll Agency Services, Limited, as facility agent, and Kroll Trustee Services Limited, as security trustee.

The proceeds of the 2023 SEACOR Marine Foreign Holdings Credit Facility were used to:

(x) refinance approximately $104.8 million of existing principal indebtedness comprised of: (a) $61.1 million incurred under the 2018 SEACOR Marine Foreign Holdings Credit Facility, (b) $11.0 million incurred under the SEACOR 88/888 Term Loan, (c) $15.1 million incurred under the SEACOR Offshore OSV Credit Facility, (d) $13.7 million incurred under the SEACOR Offshore Delta (f/k/a SEACOSCO) Acquisition Debt, and (e) $3.9 million incurred under the Tarahumara Shipyard Financing, which payoff amount reflects a 7% discount to book value,

Equity Ratio (as defined in the 2023 SMFH Credit Agreement) of 35%, and (C) maximum Debt-to-Capitalization Ratio (as defined in the 2023 SMFH Credit Agreement) of 65%. The 2023 SMFH Credit Facility Guaranty also restricts the payment of dividends and distributions and includes certain restrictions on the prepayment of unsecured indebtedness.

SEACOR Alpine Credit Facility.

On June 16, 2023, SEACOR Alps LLC (“SEACOR Alps”), SEACOR Andes LLC (“SEACOR Andes”), and SEACOR Atlas LLC (“SEACOR Atlas” and, together with SEACOR Alps and SEACOR Andes, the “SEACOR Alpine Borrowers”), each a wholly-owned subsidiary of SEACOR ~~Holdings Inc. (along with its other majority owned subsidiaries collectively referred to~~Marine, as ~~“SEACOR Holdings”). On June 1, 2017,~~borrowers, entered into a $28.0 million senior secured term loan facility, by and among the SEACOR ~~Holdings completed a spin-off of~~Alpine Borrowers, SEACOR Marine, as a guarantor, SEACOR Marine Alpine LLC (“SM Alpine”), and Mountain Supply LLC, an affiliate of Hudson Structured Capital Management, as lender, facility agent and security trustee (the “SEACOR Alpine Credit Facility”). The proceeds of the SEACOR Alpine Credit Facility were made available to the SEACOR Alpine Borrowers in three tranches and were used to satisfy in full amounts outstanding under certain shipyard financing provided by ~~way~~COSCO Shipping Heavy Industry (Zhoushan) Co. in connection with the newbuild delivery of three Marshall Islands flagged platform supply vessels to the SEACOR Alpine Borrowers during 2019 and 2020. The funds available under the SEACOR Alpine Credit Facility were fully drawn on June 27, 2023.

The SEACOR Alpine Credit Facility matures on June 27, 2028 (the “SEACOR Alpine Maturity Date”). The principal amount of each of the three tranches of the SEACOR Alpine Credit Facility is to be repaid in monthly installments of (i) $100,000 for the first eight (8) installments, (ii) $140,000 for the following twenty-four (24) installments, and (iii) $100,000 for each installment thereafter until the SEACOR Alpine Maturity Date. The SEACOR Alpine Credit Facility bears interest at a ~~pro rata dividend~~fixed rate of 10.25% per annum. The loan may be prepaid at any time in amounts of $500,000 or greater, subject to the payment of prepayment interest in respect of the loan or tranche (or portions thereof) being prepaid as follows: (A) if such prepayment is made prior to the first anniversary of the drawdown date, an amount equal to the greater of (x) the amount of unpaid interest which would have accrued until the first anniversary of the drawdown date and (y) 1.5% of the principal amount of the loan being prepaid, (B) if such prepayment is made on or after the first anniversary of the drawdown date but prior to the third anniversary of the drawdown date, 1.0% of the principal amount of the loan being prepaid, and (C) if such prepayment is made on or after the third anniversary of the drawdown date, no prepayment interest shall be payable.

The SEACOR Alpine Credit Facility contains customary covenants for financings of this type including financial maintenance and restrictive covenants, including the maintenance of certain ratios such as the aggregate collateral vessel value to the sum of the outstanding principal amounts of the loans. The SEACOR Alpine Credit Facility restricts the payment of dividends and distributions and the ability of the SEACOR Alpine Borrowers to make certain investments. In addition, the SEACOR Alpine Credit Facility includes customary events of default.

In connection with the SEACOR Alpine Credit Facility, SEACOR Marine issued a guaranty with respect to the obligations of the SEACOR Alpine Borrowers under the SEACOR Alpine Credit Agreement and related documents. This guaranty includes, among other customary covenants, various financial covenants, including minimum liquidity, and debt-to-capitalization and interest coverage ratios.

On September 8, 2023, SEACOR Marine entered into an amended and restated guaranty (“A&R SEACOR Alpine Credit Facility Guaranty”) with respect to the SEACOR Alpine Credit Facility. The A&R SEACOR Alpine Credit Facility Guaranty aligns the financial covenants and conditions relating to the payment of dividends and distributions reflected therein with those reflected in the 2023 SMFH Credit Facility Guaranty described above.

At the Market Offering.

On November 1, 2023, SEACOR Marine entered into an at-the-market sales agreement (the “sales agreement”) with B. Riley Securities, Inc. (the “sales agent”), relating to the issuance and sale from time to time by SEACOR Marine (the “ATM Offering”), through the sales agent, of shares of SEACOR Marine’s common stock, par value $0.01 per share ~~(“Common~~(the “Common Stock”)~~, all~~ having an aggregate gross sales price of ~~which was then held by SEACOR Holdings,~~up to ~~SEACOR Holdings shareholders of record as of May 22, 2017~~$25.0 million (the ~~“Spin-off”~~“ATM Shares”). ~~SEACOR Marine entered into certain agreements~~For further details with ~~SEACOR Holdings~~respect to ~~govern SEACOR Marine’s relationship with SEACOR Holdings following~~ the Spin-off, including a Distribution Agreement, two Transition Services Agreements, an Employee Matters Agreement and a Tax Matters Agreement. Following the Spin-off, SEACOR Marine began to operate as an independent, publicly traded company.

ATM Offering, see “Part II. Item 5. “Other Information” elsewhere in this Quarterly Report on Form 10-Q.

ConsolidatedResults of Operations

The sections below provide an analysis of the Company’s results of operations for the three and nine months (“Current Year Quarter”) and ~~nine months (“Current~~“Current Year Nine Months”) ended September 30, ~~2017~~2023 compared with the three and nine months (“Prior Year Quarter”) and ~~nine months (“Prior~~“Prior Year Nine Months”) ended September 30, ~~2016.~~2022. Except as otherwise noted, there have been no material changes since the end of the Company’s fiscal year ended December 31, 2022, in the Company’s results of operations. For the periods indicated, the Company’s consolidated results of operations were as ~~follows:~~

Three Months Ended September 30, Nine Months Ended September 30,
2017 2016 2017 2016
$’000 % $’000 % $’000 % $’000 %
Operating Revenues:
Time charter 45,267
95
47,473
88
114,800
92
148,280
87
Bareboat charter 1,168
2
1,967
3
3,467
3
7,664
4
Other marine services 1,378
3
4,685
9
6,173
5
15,331
9
47,813
100
54,125
100
124,440
100
171,275
100
Costs and Expenses:
Operating:
Personnel 22,178
46
22,864
42
59,546
48
76,262
44
Repairs and maintenance 7,411
15
4,817
9
21,431
17
16,538
10
Drydocking 2,278
5
2,024
4
7,597
6
7,690
4
Insurance and loss reserves 1,396
3
1,709
3
5,081
4
4,690
3
Fuel, lubes and supplies 2,880
6
3,199
6
8,412
7
9,649
6
Other 2,278
5
2,016
4
6,935
6
6,060
4
Leased-in equipment 2,837
6
4,530
8
10,117
8
13,365
8
41,258
86
41,159
76
119,119
96
134,254
79
Administrative and general 10,318
22
10,588
20
43,849
35
34,915
20
Depreciation and amortization 15,622
33
14,213
26
42,758
34
44,305
26
67,198
141
65,960
122
205,726
165
213,474
125
Losses on Asset Dispositions and Impairments, Net (9,744 ) (20 ) (29,233 ) (54 ) (11,243 ) (9 ) (49,970 ) (29 )
Operating Loss (29,129 ) (61 ) (41,068 ) (76 ) (92,529 ) (74 ) (92,169 ) (54 )
Other Income (Expense), Net 8,256
17
(2,992 ) (5 ) 8,337
7
(14,674 ) (9 )
Loss Before Income Tax Benefit and Equity in Earnings (Losses) of 50% or Less Owned Companies (20,873 ) (44 ) (44,060 ) (81 ) (84,192 ) (67 ) (106,843 ) (63 )
Income Tax Benefit (5,823 ) (12 ) (15,263 ) (28 ) (23,045 ) (18 ) (35,831 ) (21 )
Loss Before Equity in Earnings (Losses) of 50% or Less Owned Companies (15,050 ) (32 ) (28,797 ) (53 ) (61,147 ) (49 ) (71,012 ) (42 )
Equity in Earnings (Losses) of 50% or Less Owned Companies, Net of Tax (7,306 ) (15 ) 790
1
(5,297 ) (4 ) (364 ) —
Net Loss (22,356 ) (47 ) (28,007 ) (52 ) (66,444 ) (53 ) (71,376 ) (42 )
Net Loss attributable to Noncontrolling Interests in Subsidiaries (1,881 ) (4 ) (74 ) —
(4,582 ) (3 ) (904 ) (1 )
Net Loss attributable to SEACOR Marine Holdings Inc. (20,475 ) (43 ) (27,933 ) (52 ) (61,862 ) (50 ) (70,472 ) (41 )

~~Time Charter Operating Data.~~ ~~The table below sets forth the average rates per day worked, utilization and available days data for~~follows (in thousands, except statistics):


	Three Months Ended September 30,										Nine Months Ended September 30,
	2023					2022					2023					2022
Time Charter Statistics:
Average Rates Per Day	$	18,046				$	13,340				$	15,852					12,305
Fleet Utilization		73	%				79	%				76	%				75	%
Fleet Available Days		5,182					5,336					15,349					16,047
Operating Revenues:
Time charter	$	68,668		91	%	$	56,500		94	%	$	184,887		91	%	$	148,745		93	%
Bareboat charter		368		0	%		332		1	%		1,092		1	%		998		1	%
Other marine services		6,538		9	%		2,959		5	%		16,459		8	%		9,656		6	%
		75,574		100	%		59,791		100	%		202,438		100	%		159,399		100	%
Costs and Expenses:
Operating:
Personnel		19,943		26	%		20,152		34	%		59,690		30	%		56,933		36	%
Repairs and maintenance		7,418		10	%		7,377		12	%		19,222		10	%		22,548		14	%
Drydocking		1,768		2	%		5,046		8	%		4,037		2	%		16,493		10	%
Insurance and loss reserves		1,833		2	%		2,850		5	%		7,012		3	%		6,581		4	%
Fuel, lubes and supplies		5,047		7	%		5,416		9	%		13,504		7	%		13,495		8	%
Other		2,807		4	%		3,165		5	%		8,926		4	%		11,597		7	%
		38,816		51	%		44,006		74	%		112,391		56	%		127,647		80	%
Lease expense - operating		651		1	%		1,168		2	%		2,069		1	%		3,236		2	%
Administrative and general		12,300		16	%		9,978		17	%		37,636		19	%		30,112		19	%
Depreciation and amortization		13,462		18	%		13,754		23	%		40,799		20	%		42,333		27	%
		65,229		86	%		68,906		115	%		192,895		95	%		203,328		128	%
(Losses) Gains on Asset Dispositions and Impairments, Net		(512	)	(1	)%		(1,783	)	(3	)%		3,352		2	%		381		0	%
Operating Income (Loss)		9,833		13	%		(10,898	)	(18	)%		12,895		6	%		(43,548	)	(27	)%
Other Expense, Net		(10,629	)	(14	)%		(4,783	)	(8	)%		(28,699	)	(14	)%		(16,231	)	(10	)%
Loss Before Income Tax Expense and Equity in Earnings of 50% or Less Owned Companies		(796	)	(1	)%		(15,681	)	(26	)%		(15,804	)	(8	)%		(59,779	)	(38	)%
Income Tax Expense		2,360		3	%		8,418		14	%		2,421		1	%		4,363		3	%
Loss Before Equity in Earnings of 50% or Less Owned Companies		(3,156	)	(4	)%		(24,099	)	(40	)%		(18,225	)	(9	)%		(64,142	)	(40	)%
Equity in Earnings (Losses) of 50% or Less Owned Companies		2,273		3	%		(254	)	(0	)%		3,182		2	%		5,835		4	%
Net Loss		(883	)	(1	)%		(24,353	)	(41	)%		(15,043	)	(7	)%		(58,307	)	(37	)%
Net (Loss) Income attributable to Noncontrolling Interests in Subsidiaries		—		—	%		(2	)	(0	)%		—		—	%		1		0	%
Net Loss attributable to SEACOR Marine Holdings Inc.	$	(883	)	(1	)%	$	(24,351	)	(41	)%	$	(15,043	)	(7	)%	$	(58,308	)	(37	)%

Direct Vessel Profit. Direct vessel profit (defined as operating revenues less operating expenses excluding leased-in equipment, “DVP”) is the Company’s ~~owned and leased-in vessels available for time charter in the periods indicated. The rate per day worked~~measure of segment profitability. DVP is the ratio of total time charter revenues to the aggregate number of days worked. Utilization is the ratio of aggregate number of days worked to total available days for all vessels. Unless vessels have been retired and removed from service, available days represents the total calendar days for which vessels were owned or leased-ina critical financial measure used by the Company ~~whether marketed, under repair, cold-stacked or otherwise out-of-service.~~

Three Months Ended September 30, Nine Months Ended September 30,
2017 2016 2017 2016
Rates Per Day Worked:
Anchor handling towing supply $ 9,766
$ 16,469
$ 10,973
$ 20,034
Fast support 7,999
7,848
7,858
7,692
Supply 6,279
5,935
7,108
6,091
Standby safety 8,650
8,904
8,418
9,377
Specialty —
30,593
12,000
20,926
Liftboats 11,899
16,822
11,308
14,831
Overall Average Rates Per Day Worked (excluding wind farm utility) 8,565
10,089
8,439
10,336
Wind farm utility 2,220
2,260
2,128
2,350
Overall Average Rates Per Day Worked 6,006
6,834
5,806
7,356
Utilization:
Anchor handling towing supply 25 % 27 % 22 % 35 %
Fast support 49 % 62 % 45 % 66 %
Supply 65 % 31 % 43 % 32 %
Standby safety 84 % 78 % 81 % 78 %
Specialty — % 58 % 2 % 61 %
Liftboats 28 % 8 % 15 % 6 %
Overall Fleet Utilization
(excluding wind farm utility)
49 % 47 % 43 % 50 %
Wind farm utility 89 % 86 % 82 % 76 %
Overall Fleet Utilization 60 % 58 % 54 % 57 %
Available Days:
Anchor handling towing supply 1,288
1,483
3,822
4,213
Fast support 3,885
2,389
10,781
6,655
Supply 507
1,110
1,716
3,428
Standby safety 1,840
1,989
5,460
6,277
Specialty 276
276
819
822
Liftboats 1,380
1,380
4,010
4,110
Overall Fleet Available Days
(excluding wind farm utility)
9,176
8,627
26,608
25,505
Wind farm utility 3,404
3,345
10,101
9,866
Overall Fleet Available Days 12,580
11,972
36,709
35,371

~~The composition~~to analyze and compare the operating performance of ~~the Company’s fleet as of September 30 was as follows:~~

Owned⁽¹⁾

Joint
Ventured

Leased-in⁽¹⁾

Pooled or
Managed
Total
2017
Anchor handling towing supply 11
1
4
7
23
Fast support 41
5
1
3
50
Supply 8
17
—
2
27
Standby safety 20
1
—
—
21
Specialty 3
1
—
2
6
Liftboats 13
—
2
—
15
Wind farm utility 37
4
—
—
41
133
29
7
14
183
2016
Anchor handling towing supply 13
1
4
9
27
Fast support 35
11
1
3
50
Supply 12
15
1
3
31
Standby safety 20
1
—
—
21
Specialty 3
1
—
3
7
Liftboats 13
—
2
—
15
Wind farm utility 37
3
—
—
40
133
32
8
18
191

~~______________________~~


~~(1)~~	~~Excludes four owned and one leased-in offshore support vessels as of September 30, 2017 that had been retired and removed from service.~~

~~Operating Loss~~

~~Consolidating segment tables of operating loss~~its regions, without regard to financing decisions (depreciation and interest expense for ~~each period presented below is included in “Item 1. Financial Statements—Note 11.~~owned vessels vs. lease expense for leased-in vessels). See “Note 13. Segment Information” to the Unaudited Consolidated Financial Statements included in Part ~~I of~~I. Item 1. “Financial Statements” elsewhere in this Quarterly Report on Form 10-Q.

The following tables summarize the operating results and property and equipment for the Company’s reportable segments for the periods indicated (in thousands, except statistics):


	United States (primarily Gulf of Mexico)			Africa and Europe			Middle East and Asia			Latin America			Total
For the Three Months Ended September 30, 2023
Time Charter Statistics:
Average Rates Per Day	$	23,663		$	15,388		$	16,313		$	20,656			18,046
Fleet Utilization		57	%		84	%		67	%		87	%		73	%
Fleet Available Days		1,196			1,748			1,472			766			5,182
Operating Revenues:
Time charter	$	16,236		$	22,528		$	16,087		$	13,817		$	68,668
Bareboat charter		—			—			—			368			368
Other marine services		5,444			815			103			176			6,538
		21,680			23,343			16,190			14,361			75,574
Direct Costs and Expenses:
Operating:
Personnel		6,712			5,089			5,157			2,985			19,943
Repairs and maintenance		1,560			2,214			2,623			1,021			7,418
Drydocking		462			320			1,056			(70	)		1,768
Insurance and loss reserves		332			573			711			217			1,833
Fuel, lubes and supplies		958			2,573			743			773			5,047
Other		341			1,320			779			367			2,807
		10,365			12,089			11,069			5,293			38,816
Direct Vessel Profit	$	11,315		$	11,254		$	5,121		$	9,068			36,758
Other Costs and Expenses:
Lease expense	$	116		$	372		$	59		$	104			651
Administrative and general														12,300
Depreciation and amortization		3,810			3,821			3,721			2,110			13,462
														26,413
Losses on asset dispositions and impairments, net														(512	)
Operating income													$	9,833


	United States (primarily Gulf of Mexico)			Africa and Europe			Middle East and Asia			Latin America			Total
For the Nine Months Ended September 30, 2023
Time Charter Statistics:
Average Rates Per Day	$	20,317		$	14,417		$	14,240		$	18,393		$	15,852
Fleet Utilization		43	%		88	%		78	%		90	%		76	%
Fleet Available Days		3,291			5,187			4,368			2,503			15,349
Operating Revenues:
Time charter	$	28,921		$	65,938		$	48,678		$	41,350		$	184,887
Bareboat charter		—			—			—			1,092			1,092
Other marine services		12,279			(1,056	)		3,318			1,918			16,459
		41,200			64,882			51,996			44,360			202,438
Direct Costs and Expenses:
Operating:
Personnel		19,204			14,427			15,264			10,795			59,690
Repairs and maintenance		4,327			6,817			4,519			3,559			19,222
Drydocking		2,011			1,648			(723	)		1,101			4,037
Insurance and loss reserves		2,455			1,311			2,616			630			7,012
Fuel, lubes and supplies		2,665			6,207			2,310			2,322			13,504
Other		899			4,356			2,340			1,331			8,926
		31,561			34,766			26,326			19,738			112,391
Direct Vessel Profit	$	9,639		$	30,116		$	25,670		$	24,622			90,047
Other Costs and Expenses:
Lease expense	$	395		$	1,209		$	202		$	263			2,069
Administrative and general														37,636
Depreciation and amortization		11,206			11,599			11,117			6,877			40,799
														80,504
Gains on asset dispositions and impairments, net														3,352
Operating income													$	12,895
As of September 30, 2023
Property and Equipment:
Historical cost	$	215,592		$	272,312		$	285,721		$	162,895		$	936,520
Accumulated depreciation		(96,597	)		(89,338	)		(98,481	)		(34,133	)		(318,549	)
	$	118,995		$	182,974		$	187,240		$	128,762		$	617,971
Total Assets (1)	$	155,613		$	212,048		$	210,401		$	147,479		$	725,541

(1)

Total assets by region does not include corporate assets of $54.8 million as of September 30, 2023.


	United States (primarily Gulf of Mexico)			Africa and Europe			Middle East and Asia			Latin America			Total
For the Three Months Ended September 30, 2022
Time Charter Statistics:
Average Rates Per Day	$	21,551		$	11,813		$	9,507		$	14,010		$	13,340
Fleet Utilization		58	%		91	%		79	%		93	%		79	%
Fleet Available Days		1,363			1,629			1,564			780			5,336
Operating Revenues:
Time charter	$	17,075		$	17,551		$	11,712		$	10,162		$	56,500
Bareboat charter		—			—			—			332			332
Other		2,161			60			319			419			2,959
		19,236			17,611			12,031			10,913			59,791
Direct Costs and Expenses:
Operating:
Personnel		7,243			4,694			5,384			2,831			20,152
Repairs and maintenance		2,002			2,110			1,776			1,489			7,377
Drydocking		1,549			383			3,113			1			5,046
Insurance and loss reserves		1,382			359			762			347			2,850
Fuel, lubes and supplies		1,143			2,284			1,426			563			5,416
Other		314			1,580			878			393			3,165
		13,633			11,410			13,339			5,624			44,006
Direct Vessel Profit (Loss)	$	5,603		$	6,201		$	(1,308	)	$	5,289			15,785
Other Costs and Expenses:
Lease expense	$	278		$	455		$	35		$	400			1,168
Administrative and general														9,978
Depreciation and amortization		4,332			3,461			3,974			1,987			13,754
														24,900
Losses on asset dispositions and impairments, net														(1,783	)
Operating loss													$	(10,898	)


	United States (primarily Gulf of Mexico)			Africa and Europe			Middle East and Asia (2)			Latin America			Total
For the Nine Months Ended September 30, 2022
Time Charter Statistics:
Average Rates Per Day	$	18,806		$	11,089		$	9,694		$	13,927		$	12,305
Fleet Utilization		47	%		86	%		81	%		90	%		75	%
Fleet Available Days		3,955			4,695			5,015			2,382			16,047
Operating Revenues:
Time charter	$	34,698		$	44,761		$	39,278		$	30,008		$	148,745
Bareboat charter		—			—			—			998			998
Other		6,612			516			828			1,700			9,656
		41,310			45,277			40,106			32,706			159,399
Direct Costs and Expenses:
Operating:
Personnel		17,939			11,756			17,106			10,132			56,933
Repairs and maintenance		4,383			6,327			6,153			5,685			22,548
Drydocking		8,506			1,661			6,325			1			16,493
Insurance and loss reserves		2,809			812			2,017			943			6,581
Fuel, lubes and supplies		2,599			5,247			3,754			1,895			13,495
Other		819			5,279			3,718			1,781			11,597
		37,055			31,082			39,073			20,437			127,647
Direct Vessel Profit	$	4,255		$	14,195		$	1,033		$	12,269			31,752
Other Costs and Expenses:
Lease expense	$	860		$	1,313		$	104		$	959			3,236
Administrative and general														30,112
Depreciation and amortization		13,532			10,025			12,548			6,228			42,333
														75,681
Gains on asset dispositions and impairments, net														381
Operating loss													$	(43,548	)
As of September 30, 2022
Property and Equipment:
Historical cost	$	259,472		$	247,967		$	305,880		$	179,104		$	992,423
Accumulated depreciation		(122,340	)		(80,069	)		(91,906	)		(27,583	)		(321,898	)
	$	137,132		$	167,898		$	213,974		$	151,521		$	670,525
Total Assets (1)	$	177,463		$	187,495		$	231,165		$	167,021		$	763,144

(1)

Total assets by region does not include corporate assets of $79.8 million as of September 30, 2022.

(2)

In the second quarter of 2022, the Company removed from service one specialty vessel in this region. Regional statistics reflect the removed from service status of this vessel.

For additional information, the following tables summarize the worldwide operating results and property and equipment for each of the Company’s vessel classes for the periods indicated (in thousands, except statistics):


	AHTS (1)			FSV (2)			PSV (3)			Liftboats			Other activity			Total
For the Three Months Ended September 30, 2023
Time Charter Statistics:
Average Rates Per Day	$	9,947		$	11,441		$	19,528		$	39,419		$	—		$	18,046
Fleet Utilization		50	%		79	%		78	%		59	%		—	%		73	%
Fleet Available Days		368			2,116			1,870			828			—			5,182
Operating Revenues:
Time charter	$	1,831		$	19,135		$	28,580		$	19,122		$	—		$	68,668
Bareboat charter		—			—			368			—			—			368
Other marine services		818			157			149			4,538			876			6,538
		2,649			19,292			29,097			23,660			876			75,574
Direct Costs and Expenses:
Operating:
Personnel		1,019			5,144			8,793			4,983			4			19,943
Repairs and maintenance		484			2,787			2,504			1,643			—			7,418
Drydocking		747			870			232			(81	)		—			1,768
Insurance and loss reserves		88			185			682			1,148			(270	)		1,833
Fuel, lubes and supplies		428			1,501			2,352			766			—			5,047
Other		266			1,057			1,214			273			(3	)		2,807
		3,032			11,544			15,777			8,732			(269	)		38,816
Other Costs and Expenses:
Lease expense	$	331		$	—		$	—		$	—		$	320			651
Administrative and general																	12,300
Depreciation and amortization		249			5,002			4,073			4,099			39			13,462
																	26,413
Losses on asset dispositions and impairments, net																	(512	)
Operating income																$	9,833

(1)

Anchor handling towing supply vessels (“AHTS”).

(2)

Fast support vessels (“FSVs”).

(3)

Platform support vessels (“PSVs”).


	AHTS			FSV			PSV			Liftboats			Other activity			Total
For the Nine Months Ended September 30, 2023
Time Charter Statistics:
Average Rates Per Day	$	9,278		$	11,110		$	17,415		$	36,595		$	—		$	15,852
Fleet Utilization		72	%		87	%		76	%		49	%		—	%		76	%
Fleet Available Days		1,123			6,279			5,490			2,457			—			15,349
Operating Revenues:
Time charter	$	7,508		$	60,870		$	72,838		$	43,671		$	—		$	184,887
Bareboat charter		—			—			1,092			—			—			1,092
Other marine services		532			(738	)		1,008			12,669			2,988			16,459
		8,040			60,132			74,938			56,340			2,988			202,438
Direct Costs and Expenses:
Operating:
Personnel		3,083			15,088			26,380			15,116			23			59,690
Repairs and maintenance		886			5,788			8,977			3,614			(43	)		19,222
Drydocking		1,298			2,340			853			(373	)		(81	)		4,037
Insurance and loss reserves		234			856			1,522			4,473			(73	)		7,012
Fuel, lubes and supplies		1,096			3,991			6,807			1,604			6			13,504
Other		756			3,240			4,368			546			16			8,926
		7,353			31,303			48,907			24,980			(152	)		112,391
Other Costs and Expenses:
Lease expense	$	994		$	—		$	—		$	—		$	1,075			2,069
Administrative and general																	37,636
Depreciation and amortization		845			14,900			12,407			12,528			119			40,799
																	80,504
Gains on asset dispositions and impairments, net																	3,352
Operating income																$	12,895
As of September 30, 2023
Property and Equipment:
Historical cost	$	12,669		$	358,621		$	301,523		$	244,529		$	19,178		$	936,520
Accumulated depreciation		(4,959	)		(144,869	)		(49,088	)		(101,014	)		(18,619	)		(318,549	)
	$	7,710		$	213,752		$	252,435		$	143,515		$	559		$	617,971


	AHTS			FSV			PSV			Liftboats			Other activity			Total
For the Three Months Ended September 30, 2022
Time Charter Statistics:
Average Rates Per Day	$	8,848		$	9,907		$	13,772		$	27,447		$	—		$	13,340
Fleet Utilization		67	%		90	%		78	%		65	%		—	%		79	%
Fleet Available Days		552			2,116			1,840			828			—			5,336
Operating Revenues:
Time charter	$	3,256		$	18,837		$	19,687		$	14,720		$	—		$	56,500
Bareboat charter		—			—			332			—			—			332
Other marine services		(183	)		(15	)		720			1,421			1,016			2,959
		3,073			18,822			20,739			16,141			1,016			59,791
Direct Costs and Expenses:
Operating:
Personnel		1,022			5,289			8,427			5,419			(5	)		20,152
Repairs and maintenance		304			2,738			2,839			1,560			(64	)		7,377
Drydocking		28			656			1,025			3,337			—			5,046
Insurance and loss reserves		150			410			734			1,552			4			2,850
Fuel, lubes and supplies		399			1,572			2,038			1,408			(1	)		5,416
Other		228			1,284			1,275			387			(9	)		3,165
		2,131			11,949			16,338			13,663			(75	)		44,006
Other Costs and Expenses:
Lease expense	$	450		$	—		$	332		$	—		$	386			1,168
Administrative and general																	9,978
Depreciation and amortization		494			4,972			3,810			4,429			49			13,754
																	24,900
Losses on asset dispositions and impairments, net																	(1,783	)
Operating loss																$	(10,898	)


	AHTS			FSV			PSV			Liftboats			Other activity (1)			Total
For the Nine Months Ended September 30, 2022
Time Charter Statistics:
Average Rates Per Day	$	8,881		$	9,264		$	13,165		$	25,149		$	—		$	12,305
Fleet Utilization		66	%		85	%		79	%		52	%		—	%		75	%
Fleet Available Days		1,638			6,402			5,460			2,457			90			16,047
Operating Revenues:
Time charter	$	9,635		$	50,262		$	56,493		$	32,355		$	—		$	148,745
Bareboat charter		—			—			998			—			—			998
Other marine services		(486	)		(443	)		1,339			6,167			3,079			9,656
		9,149			49,819			58,830			38,522			3,079			159,399
Direct Costs and Expenses:
Operating:
Personnel		3,208			15,239			24,509			13,969			8			56,933
Repairs and maintenance		1,163			6,996			9,724			4,704			(39	)		22,548
Drydocking		(9	)		1,732			2,295			12,475			—			16,493
Insurance and loss reserves		159			1,042			1,713			4,315			(648	)		6,581
Fuel, lubes and supplies		758			4,303			5,173			3,243			18			13,495
Other		1,102			4,536			4,254			1,686			19			11,597
		6,381			33,848			47,668			40,392			(642	)		127,647
Other Costs and Expenses:
Lease expense	$	1,349		$	—		$	777		$	—		$	1,110			3,236
Administrative and general																	30,112
Depreciation and amortization		1,483			14,927			11,381			14,263			279			42,333
																	75,681
Gains on asset dispositions and impairments, net																	381
Operating loss																$	(43,548	)
As of September 30, 2022
Property and Equipment:
Historical cost	$	27,838		$	355,116		$	282,599		$	290,528		$	36,342		$	992,423
Accumulated depreciation		(18,396	)		(126,048	)		(32,103	)		(123,779	)		(21,572	)		(321,898	)
	$	9,442		$	229,068		$	250,496		$	166,749		$	14,770		$	670,525

(1)

In the second quarter of 2022, the Company removed from service one specialty vessel. Other activity statistics reflect the removed from service status of this vessel.

Fleet Counts. The Company’s fleet count as of September 30, 2023 and December 31, 2022 was as follows:


	Owned		Leased-in		Managed		Total
September 30, 2023
AHTS		3		1		—		4
FSV		23		—		2		25
PSV		21		—		—		21
Liftboats		9		—		—		9
		56		1		2		59
December 31, 2022
AHTS		3		2		—		5
FSV		22		1		2		25
PSV		21		—		—		21
Liftboats		9		—		—		9
		55		3		2		60

OperatingIncome(Loss)

United States, primarily Gulf of Mexico.For the ~~periods indicated,~~three and nine months ended September 30, 2023 and 2022 the Company’s time charter statistics and direct vessel profit in the ~~United States was~~U.S. were as ~~follows:~~

Three Months Ended September 30, Nine Months Ended September 30,
2017 2016 2017 2016
$’000’s % $’000’s % $’000’s % $’000’s %
Operating revenues:
Time charter 4,587
80
6,440
86
12,471
80
26,208
90
Other marine services 1,116
20
1,083
14
3,140
20
3,048
10
5,703
100
7,523
100
15,611
100
29,256
100
Direct operating expenses:
Personnel 4,455
78
4,865
65
11,768
75
18,995
65
Repairs and maintenance 1,289
23
768
10
2,963
19
2,170
7
Drydocking 1,109
19
(8 ) —
1,992
13
209
1
Insurance and loss reserves 598
11
1,200
16
2,608
17
2,879
10
Fuel, lubes and supplies 249
4
533
7
1,104
7
1,280
4
Other 123
2
118
1
246
2
307
1
7,823
137
7,476
99
20,681
133
25,840
88
Direct Vessel Profit (Loss) (2,120 ) (37 ) 47
1
(5,070 ) (33 ) 3,416
12

~~Time Charter Operating Data.~~ ~~For the periods indicated, the Company’s time charter operating data in the United States was as follows:~~

Three Months Ended September 30, Nine Months Ended September 30,
2017 2016 2017 2016
Rates Per Day Worked:
Anchor handling towing supply $ —
$ 34,222
$ 35,496
$ 35,415
Fast support 7,170
8,512
8,013
8,734
Supply 7,400
—
7,400
—
Liftboats 7,257
16,822
8,656
14,831
Overall Average Rates Per Day Worked 7,212
13,810
8,661
17,545
Utilization:
Anchor handling towing supply — % 6 % 1 % 17 %
Fast support 21 % 41 % 18 % 42 %
Supply 36 % — % 7 % — %
Liftboats 24 % 8 % 14 % 6 %
Overall Fleet Utilization 16 % 14 % 12 % 16 %
Available Days:
Anchor handling towing supply 920
931
2,730
2,569
Fast support 1,696
718
5,151
1,890
Supply 47
234
228
733
Specialty 92
—
273
—
Liftboats 1,104
1,380
3,538
4,110
Overall Fleet Available Days 3,859
3,263
11,920
9,302

follows (in thousands, except statistics):


	For the Three Months Ended September 30,								For the Nine Months Ended September 30,
	2023				2022				2023				2022
Time Charter Statistics:
Rates Per Day Worked:
AHTS	$	—			$	—			$	—			$	—
FSV		9,741				12,135				9,564				11,427
PSV		14,515				16,343				14,427				15,944
Liftboats		37,537				27,134				32,969				23,693
Overall		23,663				21,551				20,317				18,806
Utilization:
AHTS			—	%			—	%			—	%			—	%
FSV			50	%			56	%			57	%			47	%
PSV			90	%			71	%			59	%			68	%
Liftboats			47	%			71	%			32	%			51	%
Overall			57	%			58	%			43	%			47	%
Available Days:
AHTS		—				184				31				546
FSV		276				276				819				819
PSV		276				276				645				819
Liftboats		644				627				1,796				1,771
Overall		1,196				1,363				3,291				3,955
Operating revenues:
Time charter	$	16,236	75	%	$	17,075	89	%	$	28,921	70	%	$	34,698	84	%
Other marine services		5,444	25	%		2,161	11	%		12,279	30	%		6,612	16	%
		21,680	100	%		19,236	100	%		41,200	100	%		41,310	100	%
Direct operating expenses:
Personnel		6,712	31	%		7,243	38	%		19,204	47	%		17,939	43	%
Repairs and maintenance		1,560	7	%		2,002	10	%		4,327	11	%		4,383	11	%
Drydocking		462	2	%		1,549	8	%		2,011	5	%		8,506	21	%
Insurance and loss reserves		332	2	%		1,382	7	%		2,455	6	%		2,809	7	%
Fuel, lubes and supplies		958	4	%		1,143	6	%		2,665	6	%		2,599	6	%
Other		341	2	%		314	2	%		899	2	%		819	2	%
		10,365	48	%		13,633	71	%		31,561	77	%		37,055	90	%
Direct Vessel Profit	$	11,315	52	%	$	5,603	29	%	$	9,639	23	%	$	4,255	10	%

Current Year Quarter compared with Prior Year Quarter

Operating ~~Revenues.Time charter~~Revenues. Charter revenues were ~~$1.9~~$0.8 million lower in the Current Year Quarter compared with the Prior Year Quarter due to decreased utilization of the vessels included in the results of this region in both comparative periods (as applicable to each region, the “Regional Core Fleet”). Other marine services were $3.3 million higher primarily due to ~~reduced utilization~~business interruption insurance revenue and higher vessel mobilization revenues. As of September 30, 2023, the Company had two of 13 owned and leased-in vessels (one liftboat and one FSV) cold-stacked in this region compared with two of 14 vessels (one AHTS and one liftboat) as ~~a consequence~~ of ~~cold-stacking vessels. Available days~~September 30, 2022. In addition, the Company had one vessel classified as held for ~~fast support vessels~~sale in this region as of September 30, 2023.

Direct Operating Expenses. Direct operating expenses were ~~higher~~$3.3 million lower in the Current Year Quarter compared with the Prior Year Quarter for the Regional Core Fleet primarily due to the ~~acquisition~~timing of ~~eleven vessels~~drydocking, repairs, insurance and other related expenditures.

Current Year Nine Months compared with Prior Year Nine Months

Operating Revenues. Charter revenues were $5.8 million lower in the Current Year Nine Months compared with the Prior Year Nine Months. Charter revenues were $3.3 million lower due to decreased utilization for ~~$10.0~~the Regional Core Fleet and $2.5 million ~~at a bankruptcy auction during the third quarter of 2016. These vessels were idle when purchased, are still not working and are therefore contributing~~lower due to the ~~overall decline in fast support vessel utilization. As~~repositioning of ~~September 30, 2017, the Company had 31 of 42 owned~~vessels between geographic regions. Other marine services were $5.7 million higher primarily due to business interruption insurance revenue and leased-in vessels cold-stacked in the U.S. (nine anchor handling towing supply vessels, 12 fast support vessels, nine liftboats and one specialty vessel) compared with 37 of 45 vessels as of September 30, 2016. As of September 30, 2017, the Company had one anchor handling towing supply vessel, one fast support vessel and one supply vessel retired and removed from service in this region.

higher mobilization revenues.

Direct Operating Expenses. Direct operating expenses were ~~$0.3~~$5.5 million lower in the Current Year Nine Months compared with the Prior Year Nine Months. Direct operating expenses were $2.6 million lower due to the repositioning of vessels between geographic regions, $2.4 million lower for the Regional Core Fleet primarily due to the timing of drydocking and certain repair expenditures, and $0.5 million lower due to net asset dispositions.

Africa and Europe. For the three and nine months ended September 30, 2023 and 2022 the Company’s time charter statistics and direct vessel profit in Africa and Europe were as follows (in thousands, except statistics):


	For the Three Months Ended September 30,								For the Nine Months Ended September 30,
	2023				2022				2023					2022
Time Charter Statistics:
Rates Per Day Worked:
AHTS	$	10,195			$	9,917			$	10,190				$	9,953
FSV		12,524				11,378				12,746					10,690
PSV		22,303				14,020				19,533					12,956
Overall		15,388				11,813				14,417					11,089
Utilization:
AHTS			67	%			100	%				80	%			99	%
FSV			88	%			98	%				93	%			87	%
PSV			86	%			76	%				84	%			75	%
Overall			84	%			91	%				88	%			86	%
Available Days:
AHTS		276				276				819					819
FSV		920				828				2,730					2,580
PSV		552				525				1,638					1,296
Overall		1,748				1,629				5,187					4,695
Operating revenues:
Time charter	$	22,528	97	%	$	17,551	100	%	$	65,938		102	%	$	44,761	99	%
Other marine services		815	3	%		60	0	%		(1,056	)	(2	%)		516	1	%
		23,343	100	%		17,611	100	%		64,882		100	%		45,277	100	%
Direct operating expenses:
Personnel		5,089	22	%		4,694	27	%		14,427		22	%		11,756	26	%
Repairs and maintenance		2,214	9	%		2,110	12	%		6,817		11	%		6,327	14	%
Drydocking		320	1	%		383	2	%		1,648		2	%		1,661	4	%
Insurance and loss reserves		573	3	%		359	2	%		1,311		2	%		812	2	%
Fuel, lubes and supplies		2,573	11	%		2,284	13	%		6,207		10	%		5,247	12	%
Other		1,320	6	%		1,580	9	%		4,356		7	%		5,279	11	%
		12,089	52	%		11,410	65	%		34,766		54	%		31,082	69	%
Direct Vessel Profit	$	11,254	48	%	$	6,201	35	%	$	30,116		46	%	$	14,195	31	%

Current Year Quarter compared with Prior Year Quarter

Operating Revenues. Charter revenues were $5.0 million higher in the Current Year Quarter compared with the Prior Year Quarter. On an overall basis, direct operating expenses were $1.5 million higher due to net fleet acquisitions, $0.6 million lower due to an increase in the average number of cold-stacked vessels during the Current Year Quarter and $0.6 million lower due to the repositioning of vessels between geographic regions. Drydocking expenses were $1.1 million higher due to increased drydocking activity during the Current Year Quarter.

~~Current Nine Monthscompared withPrior Nine Months~~

~~Operating Revenues.Time charter~~Charter revenues were $13.7 million lower in the Current Nine Months compared with the Prior Nine Months primarily due to reduced utilization as a consequence of cold-stacking vessels. Time charter revenues were $14.5 million lower for the anchor handling towing supply vessels, $0.4$2.9 million higher for the liftboat fleet, $0.3 million higher for the fast support vessels and $0.1 million higher for the supply vessels. Available days for fast support vessels charter were higher in the Current Nine Months primarily due to the acquisition of eleven vessels for $10.0 million at a bankruptcy auction during the third quarter of 2016. These vessels were idle when purchased, are still not working and are therefore contributing to the overall decline in fast support vessel utilization. As of September 30, 2017, the Company had 31 of 42 owned and leased-in vessels cold-stacked in the U.S. (nine anchor handling towing supply vessels, 12 fast support vessels, nine liftboats and one specialty vessel) compared with 37 of 45 vessels as of September 30, 2016. As of September 30, 2017, the Company had one anchor handling towing supply vessel, one fast support vessel and one supply vessel retired and removed from service in this region.

~~DirectOperating Expenses.~~ Direct operating expenses were $5.1 million lower in the Current Nine Months compared with the Prior Nine Months. On an overall basis, direct operating expenses were $2.1 million higher due to net fleet acquisitions, $5.8 million lower due to an increase in the average number of cold-stacked vessels during the Current Nine Months, $0.6 million lower due to the repositioning of vessels between geographic regions and $0.8 million lower for the active fleet and other marine services. Personnel costs were $6.9 million lowerRegional Core Fleet primarily as a ~~consequence~~result of ~~cold-stacking an~~ increased ~~number of vessels, $0.3 million lower for the active fleet, $0.4 million lower due to the repositioning of vessels between geographic regions~~day rates and $0.4 million higher due to net fleet additions. Drydocking expenses were $1.8 million higher due to increased drydocking activity partly attributable to the reactivation of eight liftboats during the Current Nine Months.

~~Africa, primarily West Africa.~~ ~~For the periods indicated, the Company’s direct vessel profit in Africa was as follows:~~

Three Months Ended September 30, Nine Months Ended September 30,
2017 2016 2017 2016
$’000’s % $’000’s % $’000’s % $’000’s %
Operating revenues:
Time charter 9,700
103
8,593
97 23,333
100 28,634
99
Other marine services (310 ) (3 ) 238
3 97
— 274
1
9,390
100
8,831
100 23,430
100 28,908
100
Direct operating expenses:
Personnel 3,588
38
3,195
36 9,624
41 9,604
33
Repairs and maintenance 1,324
14
441
5 5,102
22 1,934
7
Drydocking 311
3
617
7 2,051
9 1,201
4
Insurance and loss reserves 157
2
147
2 696
3 395
1
Fuel, lubes and supplies 693
7
748
8 1,956
8 1,722
6
Other 704
8
890
10 2,221
9 2,298
8
6,777
72
6,038
68 21,650
92 17,154
59
Direct Vessel Profit 2,613
28
2,793
32 1,780
8 11,754
41

~~Time Charter Operating Data.~~ ~~For the periods indicated, the Company’s time charter operating data in Africa was as follows:~~

Three Months Ended September 30, Nine Months Ended September 30,
2017 2016 2017 2016
Rates Per Day Worked:
Anchor handling towing supply $ 11,669
$ 14,997
$ 12,190
$ 15,485
Fast support 10,112
8,194
9,201
8,568
Supply 11,950
5,750
12,832
5,750
Specialty —
9,900
—
10,571
Overall Average Rates Per Day Worked 10,611
9,858
10,192
10,143
Utilization:
Anchor handling towing supply 100 % 70 % 71 % 72 %
Fast support 70 % 64 % 71 % 67 %
Supply 100 % 54 % 93 % 62 %
Specialty — % 40 % — % 80 %
Overall Fleet Utilization 71 % 62 % 67 % 68 %
Available Days:
Anchor handling towing supply 184
368
636
1,096
Fast support 915
673
2,243
1,947
Supply 92
268
273
822
Specialty 92
92
273
274
Overall Fleet Available Days 1,283
1,401
3,425
4,139

~~Current Year Quarter compared with Prior Year Quarter~~

~~Operating Revenues.~~ Time charter revenues were $1.1 million higher in the Current Year Quarter compared with the Prior Year Quarter. On an overall basis, time charter revenues were $4.1 million higher due to net fleet additions, $0.4$2.1 million higher due to the repositioning of vessels between geographic regions, $1.8 million lower due to a decrease in average day rates, $0.1 million lower due to reduced utilization of the active fleet and $0.7 million lower due to reduced utilization as a consequence of cold-stacking vessels. In addition, time charter revenuesregions. Other marine services were $0.8 million ~~lower in the Current Year Quarter~~higher primarily due to the ~~deferral~~recognition of previously deferred revenue ~~for one anchor handling towing supply vessel on time charter (excluded from time charter operating data) to a customer as collection was not reasonably assured.~~partially offset by higher commission charges. As of September 30, ~~2017,~~2023, the Company had no owned or leased-in vessels cold-stacked in this region. In addition, the Company had one ~~of 14 owned and leased-in vessels (one specialty vessel) cold-stacked~~vessel classified as held for sale in ~~Africa compared with one of 14 vessels~~this region as of September 30, ~~2016. As of September 30, 2017, the Company had one fast support vessel retired and removed from service in this region.~~

2023.

Direct Operating Expenses.Direct operating expenses were $0.7 million higher in the Current Year Quarter compared with the Prior Year Quarter. ~~On an overall basis,~~Direct operating ~~costs~~expenses were ~~$2.0~~$0.3 million higher for the Regional Core Fleet and $0.5 million higher due to ~~net fleet additions, $1.1~~the repositioning of vessels between geographic regions partially offset by a $0.1 million ~~lower~~decrease due to net asset dispositions.

Current Year Nine Months compared with Prior Year Nine Months

Operating Revenues. Charter revenues were $21.2 million higher in the ~~effect of cold-stacking and retiring and removing vessels from service and $0.2~~Current Year Nine Months compared with the Prior Year Nine Months. Charter revenues were $11.5 million ~~lower~~higher due to the repositioning of vessels between geographic regions and ~~other changes in fleet mix.~~

~~Current Nine Monthscompared withPrior Nine Months~~

~~Operating Revenues.~~ ~~Time charter revenues~~$10.4 million higher for the Regional Core Fleet as a result of increased day rates and utilization partially offset by a $0.7 million decrease due to net asset dispositions. Other marine services were ~~$5.3~~$1.6 million lower primarily due to higher commission charges.

Direct Operating Expenses.Direct operating expenses were $3.7 million higher in the Current Year Nine Months compared with the Prior Year Nine ~~Months. On an overall basis,~~Months primarily due to the repositioning of vessels between geographic regions.

Middle East and Asia. For the three and nine months ended September 30, 2023 and 2022 the Company’s time charter statistics and direct vessel profit (loss) in the Middle East and Asia were as follows (in thousands, except statistics):


	For the Three Months Ended September 30,									For the Nine Months Ended September 30,
	2023				2022					2023					2022
Time Charter Statistics:
Rates Per Day Worked:
AHTS	$	—			$	5,643				$	5,429				$	5,660
FSV		9,077				8,223					8,904					7,763
PSV		13,073				7,906					10,147					8,861
Liftboats		42,500				29,000					42,499					29,000
Overall		16,313				9,507					14,240					9,694
Utilization:
AHTS			—	%				100	%				57	%			99	%
FSV			74	%				91	%				91	%			92	%
PSV			56	%				63	%				54	%			72	%
Liftboats			100	%				50	%				97	%			61	%
Overall			67	%				79	%				78	%			81	%
Available Days:
AHTS		92				92					273					273
FSV		736				828					2,184					2,457
PSV		460				460					1,365					1,649
Liftboats		184				184					546					546
Specialty (1)		—				—					—					90
Overall		1,472				1,564					4,368					5,015
Operating revenues:
Time charter	$	16,087	99	%	$	11,712		97	%	$	48,678		94	%	$	39,278	98	%
Other marine services		103	1	%		319		3	%		3,318		6	%		828	2	%
		16,190	100	%		12,031		100	%		51,996		100	%		40,106	100	%
Direct operating expenses:
Personnel		5,157	32	%		5,384		45	%		15,264		29	%		17,106	43	%
Repairs and maintenance		2,623	16	%		1,776		15	%		4,519		9	%		6,153	15	%
Drydocking		1,056	6	%		3,113		26	%		(723	)	(1	)%		6,325	16	%
Insurance and loss reserves		711	4	%		762		6	%		2,616		5	%		2,017	5	%
Fuel, lubes and supplies		743	5	%		1,426		12	%		2,310		4	%		3,754	9	%
Other		779	5	%		878		7	%		2,340		5	%		3,718	9	%
		11,069	68	%		13,339		111	%		26,326		51	%		39,073	97	%
Direct Vessel Profit (Loss)	$	5,121	32	%	$	(1,308	)	(11	)%	$	25,670		49	%	$	1,033	3	%

(1)

In the second quarter of 2022, the Company removed from service one specialty vessel in this region. Specialty statistics reflect the removed from service status of this vessel.

Current Year Quarter compared with Prior Year Quarter

Operating Revenues. Charter revenues were ~~$1.2~~$4.4 million lower due to reduced utilization of the active fleet, $5.8 million lower due to reduced utilization as a consequence of cold-stacking vessels and $4.3 million lower due to a decrease in average day rates. In addition, time charter revenues were $3.1 million lowerhigher in the Current ~~Nine Months due to~~Year Quarter compared with the ~~deferral of revenue for one anchor handling towing supply vessel on time charter (excluded from time charter operating data) to a customer as collection was not reasonably assured. Time charter~~Prior Year Quarter. Charter revenues were ~~$8.8~~$4.6 million higher ~~due to net fleet additions~~for the Regional Core Fleet as a result of increased liftboat day rates and ~~$0.3~~utilization and $0.2 million ~~higher~~lower due to the repositioning of vessels between geographic regions. As of September 30, ~~2017,~~2023, the Company had ~~one of 14~~no owned ~~and~~or leased-in vessels ~~(one specialty vessel)~~ cold-stacked ~~in Africa compared with one of 14 vessels as of September 30, 2016. As of September 30, 2017, the Company had one fast support vessel retired and removed from service~~ in this region.

Direct Operating Expenses.Direct operating expenses were $4.5 million higher in the Current Nine Months compared with the Prior Nine Months. On an overall basis, operating costs were $5.9 million higher due to net fleet additions, $0.7 million higher for the active fleet, $1.6 million lower due to the effect of cold-stacking and retiring and removing vessels from service and $0.5 million lower due to the repositioning of vessels between geographic regions. Repairs and maintenance expenses were $3.2 million higher primarily from the replacement of main engines on one fast support vessel for $2.0 million during the Current Nine Months. Drydocking expenses were $0.8 million higher primarily due to increased drydocking activity during the Current Nine Months.

~~Middle East and Asia.~~ ~~For the periods indicated, the Company’s direct vessel profit in the Middle East and Asia was as follows:~~

Three Months Ended September 30, Nine Months Ended September 30,
2017 2016 2017 2016
$’000’s % $’000’s % $’000’s % $’000’s %
Operating revenues:
Time charter 9,490
104
12,763
83 22,728
97
31,470
77
Other marine services (341 ) (4 ) 2,566
17 645
3
9,295
23
9,149
100
15,329
100 23,373
100
40,765
100
Direct operating expenses:
Personnel 4,731
52
4,778
31 12,001
51
14,014
34
Repairs and maintenance 2,309
25
1,394
9 6,832
29
4,887
12
Drydocking (102 ) (1 ) 719
5 414
2
2,112
5
Insurance and loss reserves 363
4
199
2 1,062
5
613
2
Fuel, lubes and supplies 1,115
12
961
6 2,547
11
3,413
8
Other 1,192
13
790
5 3,718
16
2,396
6
9,608
105
8,841
58 26,574
114
27,435
67
Direct Vessel Profit (Loss) (459 ) (5 ) 6,488
42 (3,201 ) (14 ) 13,330
33

~~Time Charter Operating Data.~~ ~~For the periods indicated, the Company’s time charter operating data in the Middle East and Asia was as follows:~~

Three Months Ended September 30, Nine Months Ended September 30,
2017 2016 2017 2016
Rates Per Day Worked:
Anchor handling towing supply $ 7,327
$ 8,478
$ 7,833
$ 8,477
Fast support 6,848
7,395
6,917
6,827
Supply 3,815
6,072
3,951
6,163
Specialty —
36,878
12,000
28,915
Liftboats 36,252
—
36,252
—
Overall Average Rates Per Day Worked
(excluding wind farm utility)
7,188
10,357
6,935
8,688
Wind farm utility 2,025
7,855
2,025
7,427
Overall Average Rates Per Day Worked 7,138
10,179
6,916
8,602
Utilization:
Anchor handling towing supply 78 % 47 % 77 % 49 %
Fast support 78 % 83 % 77 % 84 %
Supply 60 % 38 % 38 % 35 %
Specialty — % 67 % 5 % 52 %
Liftboats 19 % — % 10 % — %
Overall Fleet Utilization (excluding wind farm utility) 66 % 65 % 60 % 63 %
Wind farm utility 7 % 48 % 2 % 55 %
Overall Fleet Utilization 61 % 63 % 55 % 62 %
Available Days:
Anchor handling towing supply 184
184
456
548
Fast support 1,182
920
3,114
2,740
Supply 368
516
1,216
1,608
Specialty 92
184
273
548
Liftboats 184
—
366
—
Overall Fleet Available Days (excluding wind farm utility) 2,010
1,804
5,425
5,444
Wind farm utility 184
184
546
457
Overall Fleet Available Days 2,194
1,988
5,971
5,901

~~Current Year Quarter compared with Prior Year Quarter~~

~~Operating Revenues.~~ ~~Time charter revenues were $3.3~~$2.3 million lower in the Current Year Quarter compared with the Prior Year Quarter. ~~On an overall basis, time charter revenues~~Direct operating expenses were $1.4 million lower for the Regional Core Fleet, primarily due to ~~reduced utilization as a consequence of cold-stacking vessels, $2.0 million~~insurance reimbursements related to drydocking expenditures expensed in prior periods, and $ 0.9 lower due to net fleet dispositions and $0.5 million lower due to reduced average day rates. Time charter revenues were $0.3 million higher due to improved utilization of the active fleet and $0.3 million higher due to the repositioning of vessels between geographic regions. As

Current Year Nine Months compared with Prior Year Nine Months

Operating Revenues. Charter revenues were $9.4 million higher in the Current Year Nine Months compared with the Prior Year Nine Months. Charter revenues were $14.1 million higher for the Regional Core Fleet as a result of increased liftboat day rates and utilization and $4.7 million lower due to the repositioning of vessels between geographic regions. Other marine services were $2.5 million higher primarily due to business interruption insurance revenue.

Direct Operating Expenses. Direct operating expenses were $12.7 million lower in the Current Year Nine Months compared with the Prior Year Nine Months. Direct operating expenses were $7.5 million lower for the Regional Core Fleet, primarily due to insurance reimbursements related to drydocking expenditures expensed in prior periods, and $5.2 million lower due to the repositioning of vessels between geographic regions.

Latin America (Brazil, Mexico, Central and South America). For the three and nine months ended September 30, ~~2017,~~2023 and 2022 the ~~Company had one of 25 owned~~Company’s time charter statistics and ~~leased-in vessels cold-stacked~~direct vessel profit in ~~the Middle East and Asia (one windfarm utility vessel).~~

~~Other operating~~Latin America were as follows (in thousands, except statistics):


	For the Three Months Ended September 30,									For the Nine Months Ended September 30,
	2023					2022				2023				2022
Time Charter Statistics:
Rates Per Day Worked:
FSV	$	14,950				$	8,421			$	13,124			$	8,061
PSV		22,822					15,797				19,556				15,527
Liftboats		—					24,901				24,450				25,801
Overall		20,656					14,010				18,393				13,927
Utilization:
FSV				100	%			97	%			87	%			96	%
PSV				83	%			94	%			92	%			93	%
Liftboats				—	%			10	%			75	%			34	%
Overall				87	%			93	%			90	%			90	%
Available Days:
FSV		184					184				546				546
PSV		582					579				1,842				1,696
Liftboats		—					17				115				140
Overall		766					780				2,503				2,382
Operating revenues:
Time charter	$	13,817		96	%	$	10,162	93	%	$	41,350	93	%	$	30,008	92	%
Bareboat charter		368		3	%		332	3	%		1,092	2	%		998	3	%
Other marine services		176		1	%		419	4	%		1,918	4	%		1,700	5	%
		14,361		100	%		10,913	100	%		44,360	100	%		32,706	100	%
Direct operating expenses:
Personnel		2,985		21	%		2,831	26	%		10,795	24	%		10,132	31	%
Repairs and maintenance		1,021		7	%		1,489	14	%		3,559	8	%		5,685	17	%
Drydocking		(70	)	(0	)%		1	0	%		1,101	3	%		1	0	%
Insurance and loss reserves		217		2	%		347	3	%		630	1	%		943	3	%
Fuel, lubes and supplies		773		5	%		563	5	%		2,322	5	%		1,895	6	%
Other		367		2	%		393	4	%		1,331	3	%		1,781	5	%
		5,293		37	%		5,624	52	%		19,738	44	%		20,437	62	%
Direct Vessel Profit	$	9,068		63	%	$	5,289	48	%	$	24,622	56	%	$	12,269	38	%

Current Year Quarter compared with Prior Year Quarter

Operating Revenues. Charter revenues were ~~$2.9~~$3.7 million ~~lower~~higher in the Current Year Quarter compared with the Prior Year Quarter, primarily due to ~~reduced earnings from revenue pooling arrangements.~~

increased day rates for the Regional Core Fleet. As of September 30, 2023, the Company had no owned or leased-in vessels cold-stacked in this region.

Direct Operating ~~Expenses~~.Expenses. Direct operating expenses were $0.8 million higher in the Current Year Quarter compared with the Prior Year Quarter. On an overall basis, direct operating expenses were $1.7 million higher due to net fleet additions, $0.6 million higher due to the repositioning of vessels between geographic regions, $0.2 million lower due to the effect of cold-stacking vessels and $1.3 million lower for vessels in active service.

~~Current Nine Monthscompared withPrior Nine Months~~

~~Operating Revenues.~~ Time charter revenues were $8.7 million lower in the Current Nine Months compared with the Prior Nine Months. On an overall basis, time charter revenues were $0.9 million lower due to reduced utilization of the active fleet, $3.7 million lower due to reduced utilization as a consequence of cold-stacking vessels, $3.4 million lower due to net fleet dispositions and $1.2 million lower due to reduced average day rates. Time charter revenues were $0.5 million higher due to the

repositioning of vessels between geographic regions. As of September 30, 2017, the Company had one of 25 owned and leased-in vessels cold-stacked in the Middle East and Asia (one windfarm utility vessel).

Other operating revenues were $8.7 million lower in the Current Nine Months compared with the Prior Nine Months primarily due to a decrease in other marine services revenues and reduced earnings from revenue pooling arrangements.

~~Direct Operating Expenses.~~ Direct operating expenses were $0.9 million lower in the Current Nine Months compared with the Prior Nine Months. On an overall basis, direct operating expenses were $1.0 million lower due to the effect of cold-stacking vessels, $1.7 million higher due to net fleet dispositions, $2.5 million lower for vessels in active service and $0.9 million higher due to the repositioning of vessels between geographic regions. Personnel costs were $2.0 million lower primarily due to the effect of cold-stacking vessels and reduced activity for the active fleet. Drydocking expenses were $1.7 million lower primarily due to decreased drydocking activity and fleet dispositions. Repairs and maintenance expenses were $1.9 million higher primarily due to the replacement of main engines in one fast support vessel for $2.0 million during the Current Nine Months.

~~Brazil, Mexico, Central and South America.~~ ~~For the periods indicated, the Company’s direct vessel profit in Brazil, Mexico, Central and South America was as follows:~~

Three Months Ended September 30, Nine Months Ended September 30,
2017 2016 2017 2016
$’000’s % $’000’s % $’000’s % $’000’s %
Operating revenues:
Time charter 1,439
52 —
—
1,439
27 196
2
Bareboat charter 1,168
42 1,967
90
3,467
65 7,664
86
Other marine services 159
6 220
10
396
8 1,104
12
2,766
100 2,187
100
5,302
100 8,964
100
Direct operating expenses:
Personnel 326
12 198
9
487
9 2,093
24
Repairs and maintenance 110
4 20
1
230
5 227
3
Insurance and loss reserves 75
3 —
—
86
2 37
—
Fuel, lubes and supplies 33
1 —
—
60
1 193
2
Other 69
2 (56 ) (3 ) 73
1 114
1
613
22 162
7
936
18 2,664
30
Direct Vessel Profit 2,153
78 2,025
93
4,366
82 6,300
70

~~Time Charter Operating Data.~~ ~~For the periods indicated, the Company’s time charter operating data in Brazil, Mexico, Central and South America was as follows:~~

Three Months Ended September 30, Nine Months Ended September 30,
2017 2016 2017 2016
Rates Per Day Worked:
Fast support $ —
$ —
$ —
$ —
Supply —
—
—
18,986
Liftboats 16,060
—
16,060
—
Overall Average Rates Per Day Worked 16,060
—
16,060
18,986
Utilization:
Fast support — % — % — % — %
Supply — % — % — % 4 %
Liftboats 97 % — % 85 % — %
Overall Fleet Utilization 49 % — % 24 % 3 %
Available Days:
Fast support 92
78
273
78
Supply —
92
—
266
Liftboats 92
—
106
—
Overall Fleet Available Days 184
170
379
344

~~Current Year Quarter compared with Prior Year Quarter~~

~~Operating Revenues.~~ Time charter revenues were $1.4 million higher in the Current Year Quarter compared with the Prior Year Quarter due to the repositioning of one vessel between geographic regions. Bareboat charter revenues were $0.8$0.3 million lower in the Current Year Quarter compared with the Prior Year Quarter primarily due to the ~~completion~~timing of two bareboat charters in Mexico during 2016. As of September 30, 2017, the Company had one of four owned and leased-in vessels cold-stacked in Brazil, Mexico, Central and South America (one fast support vessel)certain repair expenditures.

Current Year Nine Months compared with ~~two of four vessels as of September 30, 2016. As of September 30, 2017, the Company had one supply vessel retired and removed from service in this region.~~

~~Direct~~ Prior Year Nine Months

Operating ~~Expenses~~. ~~Direct operating expenses~~Revenues. Charter revenues were ~~$0.4~~$11.4 million higher in the Current Year ~~Quarter compared with the Prior Year Quarter primarily due to the repositioning of one vessel between geographic regions.~~

~~Current Nine Monthscompared withPrior Nine Months~~

~~Operating Revenues.~~ ~~Time charter revenues were $1.2 million higher in the Current~~ Nine Months compared with the Prior Year Nine ~~Months primarily~~Months. Charter revenues were $7.5 million higher for the Regional Core Fleet as a result of increased day rates and $3.9 million higher due to the repositioning of one vessel between geographic regions. Bareboat charter revenues were $4.2 million lower in the Current Nine Months compared with the Prior Nine Months primarily due to the completion of two bareboat charters in Mexico during 2016. As of September 30, 2017, the Company had one of four owned and leased-in vessels cold-stacked in Brazil, Mexico, Central and South America (one fast support vessel) compared with two of four vessels as of September 30, 2016. As of September 30, 2017, the Company had one supply vessel retired and removed from service in this region.

~~Direct Operating Expenses.~~ Direct operating expenses were $1.7 million lower in the Current Nine Months compared with the Prior Nine Months primarily due to redundancy costs incurred during the Prior Nine Months following the change in contract status for two vessels from time charter to bareboat charter, partially offset by higher Current Nine Month expenses on the repositioning of vessels between geographic regions.

~~Europe, primarily North Sea.~~ ~~For the periods indicated, the Company’s direct vessel profit in Europe was as follows:~~

Three Months Ended September 30, Nine Months Ended September 30,
2017 2016 2017 2016
$’000’s % $’000’s % $’000’s % $’000’s %
Operating revenues:
Time charter 20,051
96 19,677
97 54,829
97 61,772
97
Other marine services 754
4 578
3 1,895
3 1,610
3
20,805
100 20,255
100 56,724
100 63,382
100
Direct operating expenses:
Personnel 9,079
44 9,827
49 25,667
45 31,556
50
Repairs and maintenance 2,378
11 2,194
11 6,303
11 7,320
11
Drydocking 961
5 696
3 3,140
6 4,168
7
Insurance and loss reserves 203
1 163
1 629
1 766
1
Fuel, lubes and supplies 790
4 957
5 2,745
5 3,041
5
Other 190
— 274
1 677
1 945
1
13,601
65 14,111
70 39,161
69 47,796
75
Direct Vessel Profit 7,204
35 6,144
30 17,563
31 15,586
25

~~Time Charter~~

Direct Operating ~~Data.For the periods indicated, the Company’s time charter~~Expenses. Direct operating ~~data in Europe was as follows:~~

Three Months Ended September 30, Nine Months Ended September 30,
2017 2016 2017 2016
Rates Per Day Worked:
Standby safety $ 8,650
$ 8,904
8,418
9,377
Wind farm utility 2,221
2,083
2,128
2,174
Overall Average Rates Per Day Worked 4,390
4,519
4,328
5,074
Utilization:
Standby safety 84 % 78 % 81 % 78 %
Wind farm utility 94 % 89 % 86 % 77 %
Overall Fleet Utilization 90 % 85 % 84 % 78 %
Available Days:
Standby Safety 1,840
1,989
5,460
6,277
Wind farm utility 3,220
3,161
9,555
9,409
Overall Fleet Available Days 5,060
5,150
15,015
15,686

~~Current Year Quarter compared with Prior Year Quarter~~

~~Operating Revenues.~~ ~~For standby safety vessels, time charter revenues~~expenses were ~~$0.5~~$0.7 million lower in the Current Year ~~Quarter compared with the Prior Year Quarter. Time charter revenues were $0.3 million lower due to reduced average day rates and $0.2 million lower due to fleet dispositions.~~

For wind farm utility vessels, time charter revenues were $0.9 million higher. Time charter revenues were $0.5 million higher due to improved utilization and $0.4 million higher due to increased average day rates.

~~Direct Operating Expenses.~~ ~~Direct operating expenses were $0.5 million lower in the Current Year Quarter compared with the Prior Year Quarter. Personnel costs were $0.7 million lower primarily due to net fleet dispositions.~~

~~Current Nine Monthscompared withPrior Nine Months~~

~~Operating Revenues.~~ ~~For standby safety vessels, time charter revenues were $8.7 million lower in the Current~~ Nine Months compared with the Prior Nine Months. Time charter revenues were $1.4 million lower due to reduced utilization, $0.7 million lower due to reduced average day rates, $3.4 million lower due to unfavorable changes in currency exchange rates and $3.2 million lower due to fleet dispositions.

For wind farm utility vessels, time charter revenues were $1.7 million higher. Time charter revenues were $2.0 million higher due to improved utilization, $1.2 million higher due to increased average day rates and $1.5 million lower due to unfavorable changes in currency exchange rates.

~~Direct Operating Expenses.~~ ~~Direct operating expenses were $8.6 million lower in the Current~~Year Nine Months ~~compared with the Prior Nine Months. On an overall basis, vessel operating expenses were $5.0 million lower due to net fleet dispositions and $3.6 million lower for vessels in active service~~ primarily due to favorable changes in currency exchange rates. Personnel costs were $2.0 million lower primarily due to favorable changes in currency exchange rates, partially offset by increased seafarer compensation costs for vessels in active service and $3.9 million lower due to net fleet dispositions. Repairs and maintenance costs were $1.0 million lower primarily due to reduced expenditure related to the ~~windfarm utility vessels during the Current Nine Months. Drydocking costs were $1.0 million lower primarily due to reduced expenditure for the standby safety vessels during the Current Nine Months.~~

~~Leased-in Equipment.~~ timing of certain repair expenditures.

Other Operating Expenses

Lease Expense.Leased-in equipment ~~expenses were $1.7 million and $3.3 million lower~~expense for the Current Year Quarter and Current ~~Nine Months compared with the Prior~~ Year Quarter and Prior Nine Months, respectively, due to the redelivery of vessels to their owners following the expiration of leases and the impairment of one leased-in vessel removed from service as it is not expected to be marketed prior to the expiration of its lease.

~~Administrative and general.~~ Administrative and general expenses were $8.9 million higher for the Current Nine Months compared with the Prior Nine Months primarily due to one-time costs associated with the Spin-off. During the Current Nine Months, the Company incurred one-time costs of $6.7 million in connection with the Spin-off for the accelerated vesting of share awards previously granted to Company personnel by SEACOR Holdings and $3.4 million on non-deductible Spin-off related expenses reimbursed to SEACOR Holdings.

~~Depreciation and amortization.~~ Depreciation and amortization expense was $1.4 million higher in the Current Year Quarter compared with the Prior Year Quarter primarily due to net fleet additions, partially offset by lower depreciable values following impairment charges recognized during 2016.

Depreciation and amortization expense was $1.5 million lower in the Current Nine Months compared with the Prior Nine Months primarily due to lower depreciable values following impairment charges recognized during 2016, partially offset by net fleet additions.

~~Losses on Asset Dispositions and Impairments, Net.~~ During the Current Year Quarter, the Company recognized impairment charges of $9.9 million related to one fast support vessel removed from service and two specialty vessels. In addition, the Company sold two offshore support vessels previously retired and removed from service and other equipment for net proceeds of $0.2 million and gains of $0.2 million. During the Prior Year Quarter, the Company recognized impairment charges of $29.2 million related to the anchor handling towing supply fleet and one specialty vessel. In addition, the Company sold four offshore support vessels and other equipment for net proceeds of $2.2 million and an immaterial gain.

During the Current Nine Months, the Company recorded impairment charges of $15.7 million primarily related to one leased-in supply vessel removed from service as it is not expected to be marketed prior to the expiration of its lease, one owned fast support vessel removed from service and two owned in-service specialty vessels. In addition, the Company sold two liftboats, one supply vessel, six offshore support vessels previously retired and removed from service and other equipment for net proceeds of $10.3 million and gains of $4.4 million. During the Prior Nine Months, the Company recognized impairment charges of $50.6 million related to its liftboat fleet, the anchor handling towing supply fleet and one specialty vessel. In addition, the Company sold real property, six offshore support vessels and other equipment for net proceeds of $4.1 million and gains of $0.6 million.

~~Other Income (Expense), Net~~

~~For the periods indicated, the Company’s other income (expense) was as follows:~~

Three Months Ended September 30, Nine Months Ended September 30,
2017 2016 2017 2016
$’000 $’000 $’000 $’000
Other Income (Expense):
Interest income 354
973
1,479
3,371
Interest expense (4,295 ) (2,512 ) (12,023 ) (7,455 )
SEACOR Holdings management fees —
(1,925 ) (3,208 ) (5,775 )
SEACOR Holdings guarantee fees (21 ) (80 ) (172 ) (237 )
Marketable security gains (losses), net (698 ) 1,619
10,931
(4,458 )
Derivative gains, net 13,022
16
12,720
3,077
Foreign currency losses, net (106 ) (1,084 ) (1,389 ) (3,463 )
Other, net —
1
(1 ) 266
8,256
(2,992 ) 8,337
(14,674 )

~~Interest income.~~ ~~Interest income in the Current Year Quarter and Current~~ Nine Months was $0.5 million lower and $1.2 million lower compared with the Prior Year Quarter and Prior Year Nine Months primarily due to ~~lower interest from marketable security positions.~~

~~Interest expense.~~ ~~Interest expense~~the impairment of one leased-in vessel in 2022. Our fleet currently includes one leased in vessel compared to three in the prior year.

Administrative and general. Administrative and general expenses for the Current Year Quarter and Current Year Nine Months were $2.3 million higher and $7.5 million higher compared to the Prior Year Quarter and Prior Year Nine Months due to increases in our allowance for credit losses and increases in salaries and benefits expenses in the Current Year Quarter and Current Year Nine Months.

Depreciation and amortization. Depreciation and amortization expense for the Current Year Quarter and Current Year Nine Months were $0.3 million lower and $1.5 million lower compared to the Prior Year Quarter and Prior Year Nine Months primarily due to net fleet changes.

Gains (Losses) on Asset Dispositions and Impairments, Net. There were no vessel sales during the Current Year Quarter. The Company recognized impairment charges of $0.3 million for one AHTS to adjust for indicative future cash flows. During the Prior Year Quarter, the Company sold one AHTS in exchange for the remaining equity interests in SEACOR Marlin LLC and recorded a gain on the sale of MexMar, OVH and other assets of $0.8 million. In addition, the Company recorded impairment charges of $1.2 million for one leased-in AHTS as it was not expected to return to active service during its remaining lease term. Additionally, the Company recorded impairment charges of $1.3 million for other equipment, classified as assets held for sale during the third quarter of 2022, which was subsequently sold in the first quarter of 2023.

During the Current Year Nine Months, the Company sold three liftboats, one specialty vessel, previously removed from service, and other equipment, previously classified as held for sale, as well as other equipment not previously classified as such, for net cash proceeds of $8.0 million, after transaction costs, and a gain of $2.7 million. In addition, the Company recognized impairment charges of $0.3 million for one AHTS to adjust for indicative future cash flows. During the Prior Year Nine Months, the Company sold one FSV, one liftboat, previously removed from service, office space, and other equipment for net cash proceeds of $6.7 million, after transaction costs, and a gain of $2.2 million, which included impairment charges of $0.9 million for the FSV classified as held for sale during the first quarter of 2022 and sold during the second quarter of 2022. Also, the Company sold one AHTS in exchange for the remaining equity interests in SEACOR Marlin LLC and recorded a gain on the sale of MexMar, OVH and other assets of $0.8 million.

In addition, during the Prior Year Nine Months, the Company recorded impairment charges of $1.2 million for one leased-in AHTS as it was not expected to return to active service during its remaining lease term. Additionally, the Company recorded impairment charges of $1.3 million for other equipment, classified as assets held for sale during the third quarter of 2022, which was subsequently sold in the first quarter of 2023.

Other Income (Expense), Net

For the three and nine months ended September 30, 2023 and 2022, the Company’s other income (expense) was as follows (in thousands):


	Three Months Ended September 30,						Nine Months Ended September 30,
	2023			2022			2023			2022
Other Income (Expense):
Interest income	$	340		$	(123	)	$	1,222		$	96
Interest expense		(9,536	)		(7,634	)		(27,060	)		(21,250	)
Loss on debt extinguishment		(2,004	)		—			(2,004	)		—
Derivative gains, net		—			1			—			—
Foreign currency gains (losses), net		571			2,314			(857	)		4,305
Other, net		—			659			—			618
	$	(10,629	)	$	(4,783	)	$	(28,699	)	$	(16,231	)

Interest income. Interest income for the Current Year Quarter and Current Year Nine Months compared with the Prior Year Quarter and Prior Year Nine Months was higher due to interest received for the loan due from MexMar.

Interest expense. Interest expense was higher in the Current Year Quarter and Current Year Nine Months compared with the Prior Year Quarter and Prior Year Nine Months primarily due to ~~lower capitalized~~a higher interest ~~and additional interest incurred~~rate on the ~~debt facilities of Falcon Global, Sea-Cat Crewzer, Sea-Crewzer II and Sea-Cat Crewzer III.~~

~~Marketable security gains (losses), net.~~ ~~Marketable security gains of $10.9 million in the Current Nine Months and losses of $4.5 million in the Prior Nine Months were primarily~~2018 SEACOR Marine Foreign Holdings Credit Facility, a higher interest rate due to the refinancing of the 2018 SEACOR Marine Foreign Holdings Credit Facility with the 2023 SEACOR Marine Foreign Holdings Credit Facility, a ~~long security position exited by~~higher interest rate due to the ~~Company during~~exchange of the ~~first quarter~~Old Convertible Notes for the Guaranteed Notes and the New Convertible Notes, and higher interest rates on variable rate debt as a result of ~~2017.~~

~~Derivative gains, net.~~ ~~Net derivative gains during~~the interest rate environment.

Loss on debt extinguishment. Loss on debt extinguishment was higher in the Current Year Quarter and Current Year Nine Months compared with the Prior Year Quarter and Prior Year Nine Months due to the exchange of the 2018 SEACOR Marine Foreign Holdings Credit Facility for the 2023 SEACOR Marine Foreign Holdings Credit Facility. See “Note 5. Long-Term Debt” to the Unaudited Consolidated Financial Statements included in Part I. Item 1. “Financial Statements” elsewhere in this Quarterly Report on Form 10-Q.

Derivative gains, net. Net derivative losses for the Current Year Quarter and Current Year Nine Months compared with the Prior Year Quarter and Prior Year Nine Months decreased due to the Company no longer having a conversion option liability.

Foreign currency gains (losses), net. Foreign currency losses for the Current Year Quarter and Current Year Nine Months compared to foreign currency gains for the Prior Year Quarter and Prior Year Nine Months was primarily due to ~~a $13.0 million reduction~~various changes in the fair value of the Company’s conversion option liability on its 3.75% Convertible Senior Notes. The reduction in the conversion option liability was primarily the result of declines in the Company’s share price and estimated credit spread. foreign currencies.

Income Tax Expense

During the ~~Prior Nine Months, net derivative gains were primarily due to unrealized gains on equity options.~~

~~Foreign currency losses, net.~~ ~~For all periods, foreign currency losses were primarily due to the weakening of the pound sterling in relation to the euro underlying certain of the Company’s debt balances.~~

~~Income Tax Benefit~~

~~During the Current Nine Months,~~nine months ended September 30, 2023, the Company’s effective income tax rate of ~~27.4%~~15.32% was primarily due to ~~losses of~~ foreign ~~subsidiaries~~taxes paid that are not benefited, non-deductible expenses associated with the Company’s participation in SEACOR Holdings’ share award plans and non-deductible Spin-off related expenses reimbursed to SEACOR Holdings. During the Prior Nine Months, the Company’s effectivecreditable against U.S. income ~~tax rate of 33.5% was primarily due to losses of foreign subsidiaries not benefited and non-deductible expenses associated with the Company’s participation in SEACOR Holdings’ share award plans.~~

taxes.

Equity in Earnings ~~(Losses)~~ of 50% or Less Owned Companies ~~Net of Tax~~

~~For the periods indicated, the Company’s equity~~

Equity in earnings ~~(losses)~~ of 50% or less owned companies ~~net of tax, was as follows:~~

Three Months Ended September 30, Nine Months Ended September 30,
2017 2016 2017 2016
$’000 $’000 $’000 $’000
MexMar 793
859
3,382
4,290
Sea-Cat Crewzer —
334
234
837
Sea-Cat Crewzer II —
197
99
(466 )
Dynamic Offshore (7,553 ) 379
(6,936 ) 939
OSV Partners (208 ) (409 ) (628 ) (2,092 )
SEACOR Grant DIS (484 ) (235 ) (519 ) (1,903 )
Falcon Global —
(104 ) (1,559 ) (1,431 )
Other 146
(231 ) 630
(538 )
(7,306 ) 790
(5,297 ) (364 )

for the Current Year Quarter compared with the Prior Year Quarter

~~Dynamic Offshore.~~ ~~During~~ were $2.5 million higher and earnings for the Current Year Quarter, the Company recognized an impairment charge of $8.3 million, net of tax, for an other than temporary decline in the fair value of its equity investment upon Dynamic’s unsuccessful bid on a charter renewal with a customer. Its existing charter terminates in February 2018.

~~Current~~ Nine Months compared with the Prior Year Nine Months

~~Dynamic OffshoreDuring~~ were $2.7 million lower due to the ~~Current Nine Months,~~following changes in equity earnings (losses) (in thousands):


	Three Months Ended September 30,					Nine Months Ended September 30,
	2023		2022			2023		2022
MexMar	$	—	$	(1,689	)	$	—	$	2,133
SEACOR Arabia		2,063		142			2,878		493
Offshore Vessel Holdings		—		929			—		2,571
Other		210		364			304		638
	$	2,273	$	(254	)	$	3,182	$	5,835

MexMar, OVH and SEACOR Marlin. On September 29, 2022, each of the Framework Agreement Transactions were consummated. As a result, the Company ~~recognized an impairment charge~~no longer owns any equity interest in either MexMar or in OVH, and the Company owns all of ~~$8.3 million, net of tax, for an other than temporary decline~~the equity interests in SEACOR Marlin LLC. As a result, the ~~fair value of~~Company expects its equity ~~investment upon Dynamic’s unsuccessful bid on a charter renewal with a customer. Its existing charter terminates~~ in ~~February 2018.~~

~~OSV Partners.~~ ~~During the Prior Nine Months, equity~~earnings of 50% or less owned companies not to be significant in losses of $2.1 million were primarily due to reduced utilization following the cold-stacking of three OSV Partners’ vessels as a result of continued weak market conditions and a loss of $1.0 million for the Company’s proportionate share of asset impairment charges.

~~Seacor Grant DIS.During the Prior Nine Months, equity in losses of $1.9 million were primarily due to a loss of $2.0 million for the Company’s proportionate share of asset impairment charges.~~

future periods.

Liquidity and Capital Resources

General

The Company’s ongoing liquidity requirements arise primarily from working capital needs, capital commitments and its obligations to service outstanding ~~debt.~~debt and comply with covenants under its debt facilities. The Company may use its liquidity to fund capital expenditures, make acquisitions or to make other investments. Sources of liquidity are cash balances, ~~marketable securities,~~ construction reserve funds, ~~and~~ cash flows from ~~operations.~~operations and collections of our short-term note receivable. From time to time, the Company may secure additional liquidity through asset sales or the issuance of debt, shares of ~~SEACOR Marine common stock, par value $0.01 per share (“~~Common ~~Stock”)~~Stock or common stock of its subsidiaries, preferred stock or a combination thereof.

As of September 30, ~~2017,~~2023, the Company ~~had unfunded capital commitments~~held balances of ~~$68.9 million that included four fast support vessels, three supply vessels~~cash, cash equivalents and ~~one wind farm utility vessel. The Company’s capital commitments by year of expected payment are as follows (in thousands):~~

Remainder of 2017 $ 5,195
2018 40,932
2019 21,106
2020 1,645
$ 68,878

restricted cash totaling $58.6 million. As of September 30, ~~2017,~~2022, the Company held balances of cash, cash equivalents and restricted cash totaling $50.8 million.

As of September 30, 2023, the Company had outstanding debt of ~~$316.7~~$319.8 million, net of debt discount and issue costs. The Company’s contractual long-term debt maturities as of September 30, 2023, are as follows (in thousands):

Remainder of 2017 $ 19,096
2018 14,865
2019 46,798
2020 47,439
2021 28,678
Years subsequent to 2021 194,227
$ 351,103


	Actual
Remainder 2023	$	6,173
2024		28,365
2025		28,605
2026		152,405
2027		27,165
Years subsequent to 2027		116,483
	$	359,196

As of September 30, 2017, the Company held balances of cash, cash equivalents, restricted cash, marketable securities and construction reserve funds totaling $177.4 million. As of September 30, 2017, construction reserve funds of $45.5 million were classified as non-current assets in the accompanying condensed consolidated balance sheets as the Company has the intent and ability to use the funds to acquire equipment. Additionally,2023, the Company had ~~$4.7~~unfunded capital commitments of $1.0 million ~~available under subsidiary credit facilities~~ for ~~future~~miscellaneous vessel equipment payable during 2024. The Company has indefinitely deferred an additional $9.2 million of orders with respect to one FSV that the Company had previously reported as unfunded capital commitments.

Summary of Cash Flows
Nine Months Ended September 30,
2017 2016
$’000 $’000
Cash flows provided by or (used in):
Operating Activities 35,144
(16,498 )
Investing Activities (15,686 ) (10,820 )
Financing Activities (8,076 ) 11,053
Effects of Exchange Rate Changes on Cash and Cash Equivalents 1,666
(1,500 )
Increase in Cash and Cash Equivalents 13,048
(17,765 )

Summary of Cash Flows

The following is a summary of the Company’s cash flows for the nine months ended September 30, 2023 and 2022 (in thousands):


	Nine Months Ended September 30,
	2023			2022
Cash flows provided by or (used in):
Operating Activities	$	10,430		$	(11,840	)
Investing Activities		16,078			52,932
Financing Activities		(10,919	)		(31,500	)
Effects of Exchange Rate Changes on Cash, Restricted Cash and Cash Equivalents		2			(2	)
Net Change in Cash, Restricted Cash and Cash Equivalents	$	15,591		$	9,590

Operating Activities

Cash flows provided by ~~(used in)~~ operating activities increased by ~~$51.6~~$22.3 million in the Current Year Nine Months compared with the Prior Year Nine ~~Months.~~Months primarily due to increases in day rates and utilization offset by changes in working capital. The components of cash flows provided by ~~(used in)~~and/or used in operating activities during the Current Year Nine Months and Prior Year Nine Months were as ~~follows:~~

follows (in thousands):


	Nine Months Ended September 30,
	2023			2022
DVP:
United States, primarily Gulf of Mexico	$	9,639		$	4,255
Africa and Europe		30,116			14,195
Middle East and Asia		25,670			1,033
Latin America		24,622			12,269
Operating, leased-in equipment		(1,805	)		(1,656	)
Administrative and general (excluding provisions for bad debts and amortization of share awards)		(29,893	)		(26,258	)
Other, net (excluding non-cash losses)		—			618
Dividends received from 50% or less owned companies		2,075			2,983
		60,424			7,439
Changes in operating assets and liabilities before interest and income taxes		(29,017	)		(5,193	)
Cash settlements on derivative transactions, net		577			(782	)
Interest paid, excluding capitalized interest (1)		(21,046	)		(14,286	)
Interest received		1,222			96
Income taxes (paid) refunded, net		(1,730	)		886
Total cash flows provided by (used in) operating activities	$	10,430		$	(11,840	)

(1)

Nine Months Ended September 30,
2017 2016
$’000 $’000
Regional DVP:
United States, primarily Gulf of Mexico (5,070 ) 3,416
Africa, primarily West Africa 1,780
11,754
Middle East and Asia (3,201 ) 13,330
Brazil, Mexico, Central and South America 4,366
6,300
Europe, primarily North Sea 17,563
15,586
Operating, leased-in equipment (excluding amortization of deferred gains) (16,226 ) (19,514 )
Administrative and general (excluding provisions for bad debts and amortization of restricted stock) (44,002 ) (34,915 )
SEACOR Holdings management and guarantee fees (3,380 ) (6,012 )
Other, net (1 ) 266
Dividends received from 50% or less owned companies 2,442
371
(45,729 ) (9,418 )
Changes in operating assets and liabilities before interest and income taxes 29,110
(12,280 )
Purchases of marketable securities —
(8,679 )
Proceeds from sale of marketable securities 51,877
9,169
Cash settlements on derivative transactions, net (372 ) (1,147 )
Interest paid, excluding capitalized interest⁽¹⁾
(4,745 ) (418 )
Interest received 3,001
4,164
Income taxes (paid) refunded, net 2,002
2,111
Total cash flows provided by (used in) operating activities 35,144
(16,498 )

~~_____________________~~


~~(1)~~	During ~~the Current Nine Months and Prior Nine Months, capitalized interest paid and included in purchases of property and equipment was $3.1 million and $5.1 million, respectively.~~

~~Cumulative regional DVP was $34.9 million lower in~~ the Current Year Nine Months ~~compared with~~and the Prior Year Nine ~~Months. See “Results~~Months, the Company paid no capitalized interest.

For a detailed discussion of the Company’s financial results for the reported periods, see “Consolidated Results of Operations” included ~~above for a detailed discussion.~~

~~Administrative and general expenses were $9.1 million higher in the Current Nine Months compared with the Prior Nine Months. See “Results of Operations” included above for a detailed discussion.~~

above. Changes in operating assets and liabilities before interest and income taxes inare the result of the Company’s working capital requirements.

Investing Activities

During the Current ~~Nine Months improved compared with the Prior Nine Months primarily due to reductions in working capital as a result of lower activity levels and settlements with SEACOR Holdings.~~

~~Investing Activities~~

~~During the Current~~Year Nine Months, net cash ~~used in~~provided by investing activities was ~~$15.7~~$16.1 million, primarily as a result of the following:

•

capital expenditures were $7.0 million;

~~Capital expenditures and payments on fair value hedges were $52.7 million. Six fast support vessels and one platform supply vessel were delivered during~~ •

the ~~period.~~

~~The~~ Company sold ~~two~~three liftboats, one ~~supply~~specialty vessel, ~~six offshore support vessels~~ previously ~~retired and~~ removed from service, and other equipment, previously classified as held for sale, as well as other equipment not previously classified as such, for net cash proceeds of ~~$10.3~~$8.0 million, ~~($9.8~~after transaction costs, and a gain of $2.7 million; and

•

the Company received $15.0 million of principal payments under the MexMar Third A&R Facility Agreement. This facility has now been repaid in full.

During the Prior Year Nine Months, net cash provided by investing activities was $52.9 million, primarily as a result of the following:

•

capital expenditures were $0.3 million;

•

the Company sold one FSV, one liftboat, previously removed from service, office space, and other equipment for net cash proceeds of $6.7 million, after transaction costs, and a gain of $2.2 million;

•

the Company received $0.5 million ~~of previously received deposits).~~

~~Construction reserve funds account transactions included deposits of $6.3 million and withdrawals of $39.1 million.~~

~~The Company made~~from investments in, and advances to, its 50% or less owned companies ~~of $5.3 million, including $2.4 million to Falcon Global and $2.3 million to OSV Partners.~~for principal payments on notes receivables;

~~The~~•

the Company received ~~capital distributions of $7.4~~$66.0 million ~~from MexMar.~~

~~Effective March 31, 2017, the Company consolidated Falcon Global and assumed cash of $1.9 million.~~

~~Effective April 28, 2017, the Company acquired a 100% controlling interest in Sea-Cat Crewzer II LLC through the acquisition of its partners’ 50% ownership interest for $9.6 million, net~~ of cash ~~acquired.~~

~~Effective April 28, 2017,~~proceeds from the ~~Company acquired a 100% controlling interest in Sea-Cat Crewzer LLC through the acquisition~~sale of ~~its partners’ 50% ownership interest for $0.1 million, net of cash acquired.~~

~~During the Prior Nine Months, net cash used in investing activities was $10.8 million, primarily as a result of the following:~~

~~Capital expenditures were $82.8 million. Equipment deliveries during the period included twelve fast support vessels, one supply vessel and two wind farm utility vessels.~~

~~The Company sold two supply vessels, four standby safety vessels and other property and equipment for net proceeds of $4.1 million.~~

~~The Company made~~ investments in, and advances to, its 50% or less owned companies ~~of $8.2 million, including $6.8~~in the Framework Agreement Transactions; and

•

the Company deployed $28.8 million to ~~Falcon Global~~acquire the loans under the MexMar Original Facility Agreement and ~~$1.2 million in OSV Partners.~~

~~Construction reserve funds account transactions included withdrawals of $76.7 million.~~

~~The Company~~ received ~~$0.5~~$8.8 million of ~~net~~principal payments ~~on third party notes receivable.~~under such loan.

Financing Activities

During the Current Year Nine Months, net cash used in financing activities was ~~$8.1 million. The Company:~~

~~borrowed $7.1~~$10.9 million, ~~under~~primarily as a result of the ~~Sea-Cat Crewzer III Term Loan Facility;~~

following:

•

the Company made scheduled payments on long-term debt and ~~capital lease~~other obligations of ~~$8.6~~$23.0 million;

~~incurred issue~~•

the Company made payments on debt extinguishment of $131.6 million;

•

the Company made payments on debt extinguishment costs of $1.8 million;

•

the Company received proceeds from the issuance of long-term debt of $148.4 million;

•

the Company made payments on ~~various facilities~~finance leases of ~~$0.2 million;~~

~~purchased subsidiary shares from noncontrolling interests for $3.7~~$0.5 million; and

~~paid SEACOR Holdings $2.7 million for~~ •

the ~~distribution of SEACOR Marine~~Company made payments on tax withholdings for restricted stock ~~to Company personnel.~~vesting and director share awards of $2.4 million.

During the Prior Year Nine Months, net cash ~~provided by~~used in financing activities was ~~$11.1 million. The Company:~~

$31.5 million primarily as a result of the following:

•

the Company made scheduled payments on long-term debt and other obligations of ~~$2.3~~$30.7 million;

~~borrowed $23.5~~•

the Company received $0.2 million ~~(€21.0 million) under~~proceeds from the ~~Windcat Credit Facility and repaid all~~exercise of stock options;

•

the ~~subsidiary’s then outstanding debt totaling $22.9 million;~~

~~borrowed $16.1 million under the Sea-Cat Crewzer III Term Loan facility;~~

~~incurred issuance costs~~Company made payments on ~~various debt facilities~~finance leases of ~~$3.2~~$0.2 million; and

•

the Company made ~~distributions to non-controlling interests~~payments on tax withholdings for restricted stock vesting and director share awards of ~~$0.2~~$0.7 million.

Short and Long-Term Liquidity Requirements

The Company believes that a combination of cash balances on hand, ~~construction reserve funds,~~ cash generated from operating activities, ~~availability under existing subsidiary financing arrangements~~collections of our short-term note receivable and access to the credit and capital markets will provide sufficient liquidity to meet its obligations, including to support its capital expenditures program, working capital ~~and~~needs, debt service ~~requirements.~~requirements and covenant compliance over the short to long term. The Company continually evaluates possible acquisitions and dispositions of certain businesses and assets. The Company’s sources of liquidity may be impacted by the general condition of the markets in which it operates and the broader economy as a whole, which may limit its access to or the availability of the credit and capital markets on acceptable terms. Management ~~will continue to closely monitor~~continuously monitors the Company’s ~~performance~~liquidity and ~~liquidity, as well as the~~compliance with covenants in its credit ~~and capital markets.~~

~~Off-Balance Sheet Arrangements~~

facilities.

Note Receivable

For a discussion of the Company’s ~~off-balance sheet arrangements,~~short-term note receivable agreement see “Note 2. Note Receivable” in the unaudited consolidated financial statements included in Part I. Item 1. “Financial Statements” elsewhere in this Quarterly Report on Form 10-Q.

Debt Securities and Credit Agreements

For a discussion of the Company’s debt securities and credit agreements, see “Note 5. Long-Term Debt” in the unaudited consolidated financial statements included in Part I. Item 1. “Financial Statements” elsewhere in this Quarterly Report on Form 10-Q and in “Note 8. Long-Term Debt” in the Company’s audited consolidated

financial statements included in its 2022 Annual Report. Other than as set forth below, there has not been any material changes to the agreements governing the Company’s long-term debt during the period.

2023 SEACOR Marine Foreign Holdings Credit Facility. On September 8, 2023, SEACOR Marine, as parent guarantor, SMFH, as borrower, and certain other wholly-owned subsidiaries of SEACOR Marine, as subsidiary guarantors, entered into a credit agreement providing for a $122.0 million senior secured term loan (the “2023 SEACOR Marine Foreign Holdings Credit Facility” and such agreement, the “2023 SMFH Credit Agreement”) with certain affiliates of EnTrust Global, as lenders, Kroll Agency Services, Limited, as facility agent, and Kroll Trustee Services Limited, as security trustee.

The proceeds of the 2023 SEACOR Marine Foreign Holdings Credit Facility were used to:

restricts the payment of dividends and distributions and includes certain restrictions on the prepayment of unsecured indebtedness.

SEACOR Alpine Credit Facility. On September 8, 2023, SEACOR Marine entered into an amended and restated guaranty (“A&R SEACOR Alpine Credit Facility Guaranty”) with respect to the SEACOR Alpine Credit Facility. The A&R SEACOR Alpine Credit Facility Guaranty aligns the financial covenants and conditions relating to the payment of dividends and distributions reflected therein with those reflected in the 2023 SMFH Credit Facility Guaranty described above.

Future Cash Requirements

For a discussion of the Company’s future cash requirements, refer to “Management’s Discussion and Analysis of Financial Condition and Results of Operations - Liquidity and Capital ~~Resources included~~Resources” in the ~~Information Statement filed as Exhibit 99.1 to Amendment No. 3 to the~~ Company’s ~~Registration Statement on Form 10.~~2022 Annual Report. There has been no material change in the Company’s ~~off-balance sheet arrangements during the Current Nine Months,~~future cash requirements since our fiscal year ended December 31, 2022, except ~~for the impact~~as described in “Results of ~~consolidating Falcon Global’s outstanding debt of $58.3 million effective March 31, 2017, which was previously disclosed as guaranteed by the Company.~~

~~Contractual Obligations~~Operations - Liquidity and ~~Commercial Commitments~~

Capital Resources”.

Contingencies

For a discussion of the Company’s ~~contractual obligations~~contingencies, see “Note 11. Commitments and ~~commercial commitments, refer to Liquidity and Capital Resources~~Contingencies” in the unaudited consolidated financial statements included in ~~the Information Statement filed as Exhibit 99.1 to Amendment No. 3 to the Company’s Registration Statement~~Part I. Item 1. “Financial Statements” elsewhere in this Quarterly Report on Form 10. There has been no material change in the Company’s contractual obligations and commercial commitments during the Current Nine Months, except for the assumption of the Sea-Cat Crewzer and Sea-Cat Crewzer II debt facilities and a reduction in SEACOR Holdings’ guarantees made on behalf of the Company, totaling $93.2 million as of September 30, 2017.

~~Contingencies~~

In the normal course of its business, the Company becomes involved in various other litigation matters including, among other things, claims by third parties for alleged property damages and personal injuries. Management has used estimates in determining the Company’s potential exposure to these matters and has recorded reserves in its financial statements related thereto where appropriate. It is possible that a change in the Company’s estimates of that exposure could occur, but the Company does not expect such changes in estimated costs would have a material effect on the Company’s consolidated financial position, results of operations or cash flows.


~~ITEM 3.~~	~~QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK~~

10-Q.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

For a discussion of the Company’s exposure to market risk, refer to “Quantitative and Qualitative Disclosures About Market Risk” included in the ~~Information Statement filed as Exhibit 99.1 to Amendment No. 3 to the~~ Company’s ~~Registration Statement on Form 10.~~2022 Annual Report. There has been no material change in the Company’s exposure to market risk during the ~~Current Nine Months.~~


~~ITEM 4.~~	~~CONTROLS AND PROCEDURES~~

nine months ended September 30, 2023.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

With the participation of the Company’s principal executive officer and principal financial officer, management evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the ~~Securities~~ Exchange ~~Act of 1934, as amended (the “Exchange Act”))~~Act), as of September 30, ~~2017.~~2023. Based on their evaluation, the Company’s principal executive officer and principal financial officer concluded that the Company’s disclosure controls and procedures were ~~not~~ effective as of September 30, ~~2017 solely as a result of~~2023 to provide reasonable assurance that information required to be disclosed by the ~~material weaknesses~~Company in reports filed or submitted under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in the ~~Company’s internal control over financial reporting noted in the Information Statement filed as Exhibit 99.1 to Amendment No. 3~~United States Securities and Exchange Commission’s (“SEC”) rules and forms and (ii) accumulated and communicated to the Company’s ~~Registration Statement on Form 10 filed on May 4, 2017~~management, including its Chief Executive Officer and ~~described in detail below.~~

Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

The Company’s disclosure controls and procedures have been designed to ensure that information required to be disclosed by the Company in the reports it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the ~~Securities and Exchange Commission’s~~SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by the Company in the reports it files or submits under the Exchange Act is accumulated and communicated to the Company’s management, including its principal executive and principal financial officers, to allow timely decisions regarding required disclosures. All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those internal control systems determined to be effective can provide only a level of reasonable assurance with respect to financial statement preparation and presentation.

In connection with the preparation of its Annual Report on Form 10-K for the year ended December 31, 2016, SEACOR Holdings identified certain material weaknesses in its internal control over financial reporting. Prior to the Spin-off, the Company was a consolidated subsidiary of SEACOR Holdings and its system of internal controls over financial reporting was part of the broader SEACOR Holdings control system. The following material weaknesses were identified by SEACOR Holdings and are also present in the Company’s control environment:

~~Manual journal entries.~~ SEACOR Holdings and the Company’s management did not design and maintain effective controls over the review and approval of manual journal entries made to the general ledger. In addition, management did not maintain effective controls designed to limit super user access within its information technology system supporting the general ledger to appropriately address segregation of duties and to restrict financial users’ access to the ledgers, functions and data commensurate with their job responsibilities.

~~Impairments.~~ SEACOR Holdings and the Company’s management concluded there were material weaknesses in the vessel impairment assessments and other-than-temporary impairment assessments for its equity method investments. For these assessments, management did not design and maintain controls over the review of assumptions, data and calculations used in the impairment analysis. Additionally, management did not maintain controls over its assessment of the qualifications of third party specialists, or review of the methodologies and assumptions they employed related to estimates of fair value used in the impairment assessments.

Management and the board of directors are deeply committed to maintaining internal controls over financial reporting and have no higher priority than the integrity of the Company’s financial statements. Management and the board of directors are equally focused on ensuring that the identified material weaknesses will be remediated promptly and effectively. Management has developed a remediation plan that is currently being implemented, which includes an improved approval process of certain manual journal entries, limiting access to the Company’s information technology system, and enhanced review and documentation controls relating to estimates of fair value and related impairment assessments. The Company is monitoring the effectiveness of the steps taken to ensure they are adequately addressing the identified weaknesses. The material weaknesses cannot be considered remediated until the applicable remedial controls have been fully implemented and have operated for a sufficient period of time to allow management to conclude, through testing, that these controls are operating effectively.

Notwithstanding the identified material weaknesses, management believes the condensed consolidated financial statements as included in this Quarterly Report on Form 10-Q fairly represent, in all material respects, the Company’s financial condition, results of operations and cash flows as of and for the periods presented in accordance with generally accepted accounting principles in the United States.

Changes in Internal Control Over Financial Reporting

There have been no changes in the Company’s internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during the Current Year Quarterthat have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial ~~reporting, except those related to addressing the Company’s material weaknesses as described above.~~

reporting.

PART II—OTHER INFORMATION

ITEM 1.LEGAL PROCEEDINGS

~~In the normal course~~

For a description of its business, the Company becomes involved in various other litigation matters including, among other things, claims by third parties for alleged property damages and personal injuries. Management has used estimates in determining the Company’s potential exposuredevelopments with respect to ~~these matters and has recorded reserves in its financial statements related thereto where appropriate. It is possible that a change~~pending legal proceedings described in the Company’s ~~estimates of that exposure could occur, but the Company does not expect such changes~~2022 Annual Report, see “Note 11. Commitments and Contingencies” included in ~~estimated costs would have a material effect~~Part I. Item 1. “Financial Statements” elsewhere in this Quarterly Report on ~~the Company’s consolidated financial position, results of operations or cash flows.~~

Form 10-Q.

ITEM 1A.RISK FACTORS

For a discussion of the Company’s risk factors, refer to “Risk Factors” included in the ~~Information Statement filed as Exhibit 99.1 to Amendment No. 3 to the~~ Company’s ~~Registration Statement on Form 10.~~2022 Annual Report. There have been no material changes in the Company’s risk factors during the Current ~~Nine Months.~~

Year Quarter.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

(a), (b) None.

(c) This table provides information with respect to purchases by the Company of shares of its Common Stock during the Current Year Quarter:

~~ITEM 2.~~

~~UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS~~

~~None.~~

Total Number of
Shares Withheld

Average Price per
Share

Total Number of
Shares Purchased
as Part of a Publicly
Announced Plan

Maximum Number
of Shares that may
be Purchased Under
the Plan

~~ITEM 3.~~

July 1, 2023 to July 31, 2023

~~DEFAULT UPON SENIOR SECURITIES~~

~~None.~~

—

~~ITEM 4.~~

August 1, 2023 to August 31, 2023

~~MINE SAFETY DISCLOSURES~~

~~Not applicable.~~

—

~~ITEM 5.~~

September 1, 2023 to September 30, 2023

~~OTHER INFORMATION~~

—

ITEM 3. DEFAULT UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5. OTHER INFORMATION

At the Market Offering.

On November 1, 2023, SEACOR Marine entered into an at-the-market sales agreement (the “sales agreement”) with B. Riley Securities, Inc. (the “sales agent”), relating to the issuance and sale from time to time by SEACOR Marine (the “ATM Offering”), through the sales agent, of shares of SEACOR Marine’s common stock, par value $0.01 per share (the “Common Stock”) having an aggregate gross sales price of up to $25.0 million (the “ATM Shares”). Sales of the ATM Shares, if any, under the sales agreement may be made in ordinary brokers’ transactions, to or through a market maker, on or through the New York Stock Exchange (the “NYSE”), the existing trading market for SEACOR Marine’s Common Stock, or any other market venue where SEACOR Marine’s Common Stock may be traded, in the over-the-counter market, in privately negotiated transactions, or through a combination of any such methods of sale. The sales agent may also sell the ATM Shares by any other method permitted by law.

Under the terms of the sales agreement, SEACOR Marine may also sell ATM Shares to the sales agent, as principal for its own account, including a block trade, at a price agreed upon at the time of sale. If SEACOR

Marine sells ATM Shares to the sales agent as principal, SEACOR Marine will enter into a separate terms agreement with the sales agent and will describe any such agreement in a separate prospectus supplement or pricing supplement.

The sales agreement includes customary representations, warranties and covenants by SEACOR Marine and customary obligations of the parties and termination provisions. SEACOR Marine has agreed to indemnify the sales agent against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”), or to contribute to payments the sales agent may be required to make with respect to any of those liabilities. Under the terms of the sales agreement, SEACOR Marine will pay the sales agent a commission of up to 3% of the gross sales price of any ATM Shares sold.

The ATM Shares to be sold under the sales agreement, if any, will be issued and sold pursuant to the prospectus forming a part of SEACOR Marine’s shelf registration statement on Form S-3 (File No. 333-262447), which was filed by SEACOR Marine with the Securities and Exchange Commission (“SEC”) on February 1, 2022 and became effective on February 11, 2022, and the Company will file a prospectus supplement with the SEC related to the ATM Shares. SEACOR Marine plans to use the net proceeds from any sales of ATM Shares pursuant to the sales agreement for general corporate purposes, which may include additions to working capital, capital expenditures, repayment of debt, or the financing of possible acquisitions and investments.

The offering of common stock pursuant to the sales agreement will terminate upon the earliest of (1) the sale of ATM Shares with an aggregate gross sales price of $25.0 million or (2) the termination of the sales agreement by SEACOR Marine or by the sales agent, with respect to the sales agent only.

The foregoing description of the sales agreement is not complete and is qualified in its entirety by reference to the full text of the sales agreement, a copy of which is filed as Exhibit 1.1 to this Quarterly Report on Form 10-Q and is incorporated herein by reference. In connection with the ATM Offering, Milbank LLP provided the Company with the legal opinion attached to this Quarterly Report on Form 10-Q as Exhibit 5.1.

The sales agent and its related entities have engaged, and may in the future engage, in commercial and investment banking transactions with the Company in the ordinary course of their businesses. They have received, and expect to receive, customary compensation and expense reimbursement for these commercial and investment banking transactions.

The disclosure about the ATM Offering shall not constitute an offer to sell or the solicitation of an offer to buy the Common Stock discussed herein, nor shall there be any offer, solicitation, or sale of common stock in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.

ITEM 6. EXHIBITS


~~ITEM 6.~~	~~EXHIBITS~~



~~10.1~~
1.1		~~Omnibus Amendment~~Sales Agreement, ~~relating to the Loan~~dated November 1, 2023, by and between SEACOR Marine Holdings Inc. and B. Riley Securities, Inc.

5.1		Opinion of Milbank LLP.

10.1*		Credit Agreement, dated as of ~~August 3, 2015,~~September 8, 2023, by and among ~~Falcon Global LLC, Falcon Pearl LLC and Falcon Diamond LLC, as joint and several borrowers, DNB Markets,~~SEACOR Marine Foreign Holdings Inc., ~~Clifford Capital PTE. Ltd. and NIBC Bank N.V. as mandated lead arrangers and DNB Markets,~~SEACOR Marine Holdings Inc. ~~as book runner and DNB Bank ASA, New York Branch, as Facility Agent and Security Trustee and~~, the ~~financial institutions~~entities identified on Schedule 11-A thereto as ~~Lenders~~subsidiary guarantors, the lenders identified on Schedule 1-B thereto, Kroll Agency Services Limited and Kroll Trustee Services Limited (incorporated by reference to Exhibit ~~4.5~~10.1 of SEACOR Marine Holdings Inc.’s ~~Amendment No. 3 to its Registration Statement~~Current Report on Form 108-K filed with the Commission on ~~May 4, 2017)~~September 11, 2023 (File No. 001-37966)).
~~31.1~~
10.2*		Guaranty, dated as of September 8, 2023, by SEACOR Marine Holdings Inc. in favor of Kroll Trustee Services Limited (incorporated by reference to Exhibit 10.2 of SEACOR Marine Holdings Inc.’s Current Report on Form 8-K filed with the Commission on September 11, 2023 (File No. 001-37966)).

10.3*		Amended and Restated Guaranty, dated as of September 8, 2023, by SEACOR Marine Holdings Inc. in favor of Mountain Supply LLC (incorporated by reference to Exhibit 10.3 of SEACOR Marine Holdings Inc.’s Current Report on Form 8-K filed with the Commission on September 11, 2023 (File No. 001-37966)).

23.1		Consent of Milbank LLP (included in its opinion filed as Exhibit 5.1).

31.1		Certification by the Principal Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended.
~~31.2~~
31.2		Certification by the Principal Financial Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended.
32
32		Certification by the Principal Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101.INS**		Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

101.SCH**		Inline XBRL Taxonomy Extension Schema

101.CAL**		Inline XBRL Taxonomy Extension Calculation Linkbase

101.DEF**		Inline XBRL Taxonomy Extension Definition Linkbase

101.LAB**		Inline XBRL Taxonomy Extension Label Linkbase

101.PRE**		Inline XBRL Taxonomy Extension Presentation Linkbase

~~______________________~~



** 104	~~Pursuant to Rule 406T of Regulation S-T, these interactive data files are deemed not filed or part of a registration statement or prospectus~~	The cover page for ~~purposes of Sections 11 or 12 of~~ the ~~Securities Act of 1933 or Section 18 of~~Company’s Quarterly Report on Form 10-Q for the ~~Securities Exchange Act of 1934 and otherwise are not subject to liability.~~quarter ended September 30, 2023, has been formatted in Inline XBRL.

* Incorporated by reference.

** Pursuant to Rule 406T of Regulation S-T, these interactive data files are deemed not filed or part of a registration statement or prospectus for purposes of Section 11 or 12 of the Securities Act of 1933 or Section 18 of the Securities Exchange Act of 1934 and otherwise are not subject to liability.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.



				SEACOR Marine Holdings Inc. ~~(Registrant)~~

~~DATE:~~ Date:	November ~~9, 2017~~1, 2023	By:		/s/ ~~JOHN GELLERT~~ John Gellert
				John Gellert, President, ~~and~~ Chief Executive Officer (Principal Executive Officer)

~~DATE:~~ Date:	November ~~9, 2017~~1, 2023	By:		/S/ ~~MATTHEW CENAC~~ s/ Jesús Llorca
			~~Matthew Cenac,~~	Jesús Llorca, Executive Vice President and Chief Financial Officer (Principal Financial Officer)
Date:	November 1, 2023	By:		/s/ Gregory S. Rossmiller
				Gregory S. Rossmiller, SeniorVice President and Chief Accounting Officer (Principal Accounting Officer)



Delaware		47-2564547
(State or Other Jurisdiction of Incorporation or Organization)		(IRS Employer Identification No.)

~~7910 Main Street, 2nd Floor~~ 12121 Wickchester Lane, Suite 500, Houston, TX		77079
~~Houma, LA~~		~~70360~~
(Address of Principal Executive Offices)		(Zip Code)


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, par value $0.01 per share	SMHI	New York Stock Exchange



Large accelerated filer¨	☐	Accelerated filer¨	☒	Non-accelerated filerx ~~(Do not check if a smaller~~ ~~reporting company)~~	☐	Smaller reporting company¨	☒	Emerging growth companyx	☐

SEACOR MARINE HOLDINGS INC. CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands, except share data, unaudited)

	September 30, 2017			December 31, 2016
ASSETS
Current Assets:
Cash and cash equivalents	$	130,357		$	117,309
Restricted cash	1,619			1,462
Marketable securities	—			40,139
Receivables:
Trade, net of allowance for doubtful accounts of $4,805 and $5,359 in 2017 and 2016, respectively	54,124			44,830
Due from SEACOR Holdings	—			19,102
Other	8,942			21,316
Inventories	3,786			3,058
Prepaid expenses and other	3,364			3,349
Total current assets	202,192			250,565
Property and Equipment:
Historical cost	1,204,409			958,759
Accumulated depreciation	(558,919		)	(540,619		)
	645,490			418,140
Construction in progress	60,597			123,801
Net property and equipment	706,087			541,941
Investments, at Equity, and Advances to 50% or Less Owned Companies	89,984			138,311
Construction Reserve Funds	45,455			78,209
Other Assets	6,213			6,093
	$	1,049,931		$	1,015,119
LIABILITIES AND EQUITY
Current Liabilities:
Current portion of long-term debt	$	30,858		$	20,400
Accounts payable and accrued expenses	23,487			25,969
Due to SEACOR Holdings	663			—
Other current liabilities	54,210			34,647
Total current liabilities	109,218			81,016
Long-Term Debt	285,869			217,805
Conversion Option Liability on 3.75% Convertible Senior Notes	14,135			—
Deferred Income Taxes	106,389			124,945
Deferred Gains and Other Liabilities	36,314			41,198
Total liabilities	551,925			464,964
Equity:
SEACOR Marine Holdings Inc. stockholders’ equity:
Preferred stock, $.01 par value, 10,000,000 shares authorized; none issued nor outstanding	—			—
Common stock, $.01 par value, 60,000,000 shares authorized; 17,671,356 shares issued in 2017 and 2016	177			177
Additional paid-in capital	302,952			306,359
Retained earnings	187,550			249,412
Accumulated other comprehensive loss, net of tax	(8,685		)	(11,337		)
	481,994			544,611
Noncontrolling interests in subsidiaries	16,012			5,544
Total equity	498,006			550,155
	$	1,049,931		$	1,015,119


	September 30, 2023			December 31, 2022
ASSETS
Current Assets:
Cash and cash equivalents	$	55,840		$	39,963
Restricted cash		2,796			3,082
Receivables:
Trade, net of allowance for credit loss accounts of $4,436 and $1,650 as of September 30, 2023 and December 31, 2022, respectively		63,246			54,388
Other		8,924			7,638
Note receivable		—			15,000
Tax receivable		445			578
Inventories		1,738			2,123
Prepaid expenses and other		2,957			3,054
Assets held for sale		6,093			6,750
Total current assets		142,039			132,576
Property and Equipment:
Historical cost		936,520			967,683
Accumulated depreciation		(318,549	)		(310,778	)
		617,971			656,905
Construction in progress		9,413			8,111
Net property and equipment		627,384			665,016
Right-of-use asset - operating leases		4,907			6,206
Right-of-use asset - finance leases		45			6,813
Investments, at equity, and advances to 50% or less owned companies		3,857			3,024
Other assets		2,095			1,995
Total assets	$	780,327		$	815,630
LIABILITIES AND EQUITY
Current Liabilities:
Current portion of operating lease liabilities	$	1,856		$	2,358
Current portion of finance lease liabilities		35			468
Current portion of long-term debt:
Recourse		28,005			61,512
Accounts payable and accrued expenses		32,466			37,954
Due to SEACOR Holdings		264			264
Accrued wages and benefits		4,395			4,361
Accrued interest		3,947			2,305
Deferred revenue and unearned revenue		1,465			2,333
Accrued capital, repair, and maintenance expenditures		3,207			2,748
Accrued insurance deductibles and premiums		2,406			2,428
Accrued professional fees		988			1,114
Other current liabilities		4,932			3,580
Total current liabilities		83,966			121,425
Long-term operating lease liabilities		3,571			4,739
Long-term finance lease liabilities		15			6,781
Long-term Debt:
Recourse		291,843			254,653
Non-recourse		—			5,466
Deferred income taxes		33,078			40,779
Deferred gains and other liabilities		2,217			2,641
Total liabilities		414,690			436,484
Equity:
SEACOR Marine Holdings Inc. stockholders’ equity:
Common stock, $.01 par value, 60,000,000 shares authorized; 27,640,483 and 26,950,799 shares issued as of September 30, 2023 and December 31, 2022, respectively		280			272
Additional paid-in capital		471,158			466,669
Accumulated deficit		(108,154	)		(93,111	)
Shares held in treasury of 480,998 and 248,638 as of September 30, 2023 and December 31, 2022, respectively, at cost		(4,221	)		(1,852	)
Accumulated other comprehensive income, net of tax		6,253			6,847
		365,316			378,825
Noncontrolling interests in subsidiaries		321			321
Total equity		365,637			379,146
Total liabilities and equity	$	780,327		$	815,630



ý ☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934



¨ ☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934



Part I.	Financial Information			1

	Item 1.	Financial Statements (Unaudited)		1

		Condensed Consolidated Balance Sheets as of September 30, ~~2017~~2023 and December 31, ~~2016~~2022		1

	Condensed Consolidated Statements of ~~Loss~~Income (Loss) for the Three and Nine Months Ended September 30, ~~2017~~2023 and ~~2016~~2022		2

		Condensed Consolidated Statements of Comprehensive ~~Loss~~Income (Loss) for the Three and Nine Months Ended September 30, ~~2017~~2023 and ~~2016~~2022		3

		Condensed Consolidated ~~Statement~~Statements of Changes in Equity for the Three and Nine Months Ended September 30, ~~2017~~2023 and 2022		4

		Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, ~~2017~~2023 and ~~2016~~2022	5	6

		Notes to Condensed Consolidated Financial Statements	6	7

	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	21	25

	Item 3.	Quantitative and Qualitative Disclosures About Market Risk	38	51

	Item 4.	Controls and Procedures	38	51

Part II.	Other Information		40	52

	Item 1.	Legal Proceedings	40	52

	Item 1A.	Risk Factors	40	52

	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	40	52

	Item 3.	Default Upon Senior Securities	40	52

	Item 4.	Mine Safety Disclosures	40	52

	Item 5.	Other Information	40	52

	Item 6.	Exhibits	40	54


	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2023			2022			2023			2022
Net Loss	$	(883	)	$	(24,353	)	$	(15,043	)	$	(58,307	)
Other Comprehensive Loss:
Foreign currency translation losses		(1,679	)		(2,154	)		(79	)		(6,717	)
Derivative gains on cash flow hedges		3			365			56			1,521
Reclassification of derivative (losses) gains on cash flow hedges to interest expense		(199	)		112			(571	)		749
Reclassification of derivative gains on cash flow hedges to equity in earnings of 50% or less owned companies		—			266			—			941
		(1,875	)		(1,411	)		(594	)		(3,506	)
Income Tax Expense		—			—			—			—
		(1,875	)		(1,411	)		(594	)		(3,506	)
Comprehensive Loss		(2,758	)		(25,764	)		(15,637	)		(61,813	)
Comprehensive (Loss) Income Attributable to Noncontrolling Interests in Subsidiaries		—			(2	)		—			1
Comprehensive Loss Attributable to SEACOR Marine Holdings Inc.	$	(2,758	)	$	(25,762	)	$	(15,637	)	$	(61,814	)

SEACOR MARINE HOLDINGS INC. CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (in thousands, unaudited)

	SEACOR Marine Holdings Inc. Stockholders’ Equity											Non- Controlling Interests In Subsidiaries			Total Equity
	Common Stock		Additional Paid-In Capital			Retained Earnings			Accumulated Other Comprehensive Loss			Non- Controlling Interests In Subsidiaries			Total Equity
December 31, 2016	$	177	$	306,359		$	249,412		$	(11,337	)	$	5,544		$	550,155
Distribution of SEACOR Marine restricted stock to Company personnel by SEACOR Holdings	—		(2,656		)	—			—			—			(2,656		)
Amortization of share awards	—		363			—			—			—			363
Purchase of subsidiary shares from noncontrolling interests	—		(1,114		)	—			—			(2,579		)	(3,693		)
Consolidation of 50% or less owned companies	—		—			—			—			17,374			17,374
Net loss	—		—			(61,862		)	—			(4,582		)	(66,444		)
Other comprehensive income	—		—			—			2,652			255			2,907
Nine Months Ended September 30, 2017	$	177	$	302,952		$	187,550		$	(8,685	)	$	16,012		$	498,006


	Shares of Common Stock Outstanding			Common Stock		Additional Paid-In Capital		Shares Held in Treasury		Treasury Stock			Accumulated Deficit			Accumulated Other Comprehensive Income			Non- Controlling Interests In Subsidiaries		Total Equity
For the Nine Months Ended September 30, 2023
December 31, 2022		26,702,161		$	272	$	466,669		248,638	$	(1,852	)	$	(93,111	)	$	6,847		$	321	$	379,146
Restricted stock grants		525,397			6		—		—		—			—			—			—		6
Amortization of share awards		—			—		4,483		—		—			—			—			—		4,483
Exercise of options		834			—		6		—		—			—			—			—		6
Exercise of warrants		117,394			1		—		121		(1	)		—			—			—		—
Restricted stock vesting		(232,239	)		—		—		232,239		(2,368	)		—			—			—		(2,368	)
Director share awards		60,938			1		—		—		—			—			—			—		1
Forfeiture of employee share awards		(15,000	)		—		—		—		—			—			—			—		—
Net loss		—			—		—		—		—			(15,043	)		—			—		(15,043	)
Other comprehensive loss		—			—		—		—		—			—			(594	)		—		(594	)
September 30, 2023		27,159,485		$	280	$	471,158		480,998	$	(4,221	)	$	(108,154	)	$	6,253		$	321	$	365,637

For the Three Months Ended September 30, 2023
June 30, 2023		27,159,485		$	280	$	469,618		480,998	$	(4,221	)	$	(107,271	)	$	8,128		$	321	$	366,855
Amortization of share awards		—			—		1,540		—		—			—			—			—		1,540
Net loss		—			—		—		—		—			(883	)		—			—		(883	)
Other comprehensive loss		—			—		—		—		—			—			(1,875	)		—		(1,875	)
September 30, 2023		27,159,485		$	280	$	471,158		480,998	$	(4,221	)	$	(108,154	)	$	6,253		$	321	$	365,637

SEACOR MARINE HOLDINGS INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands, unaudited)

	Nine Months Ended September 30,
	2017			2016
Net Cash Provided By (Used In) Operating Activities	$	35,144		$	(16,498	)
Cash Flows from Investing Activities:
Purchases of property and equipment	(52,353		)	(82,806		)
Cash settlements on derivative transactions, net	(369		)	(31		)
Proceeds from disposition of property and equipment	9,797			4,119
Investments in and advances to 50% or less owned companies	(5,302		)	(8,202		)
Return of investments and advances from 50% or less owned companies	7,752			—
Payments received on third party notes receivable, net	—			504
Net increase in restricted cash	(157		)	(1,120		)
Net decrease in construction reserve funds	32,754			76,716
Cash assumed on consolidation of 50% or less owned companies	1,943			—
Business acquisitions, net of cash acquired	(9,751		)	—
Net cash used in investing activities	(15,686		)	(10,820		)
Cash Flows from Financing Activities:
Payments on long-term debt	(8,572		)	(25,125		)
Proceeds from issuance of long-term debt, net of issue costs	6,845			36,383
Distribution of SEACOR Marine restricted stock to Company personnel by SEACOR Holdings	(2,656		)	—
Purchase of subsidiary shares from noncontrolling interests	(3,693		)	—
Distributions to noncontrolling interests	—			(205		)
Net cash provided by (used in) financing activities	(8,076		)	11,053
Effects of Exchange Rate Changes on Cash and Cash Equivalents	1,666			(1,500		)
Net Increase (Decrease) in Cash and Cash Equivalents	13,048			(17,765		)
Cash and Cash Equivalents, Beginning of Period	117,309			150,242
Cash and Cash Equivalents, End of Period	$	130,357		$	132,477



	SEACOR Marine Holdings Inc. Stockholders’ Equity									Noncontrolling Interests
	Foreign Currency Translation Adjustments			Derivative Losses on Cash Flow Hedges, net			Total			Foreign Currency Translation Adjustments			Derivative Gains on Cash Flow Hedges, net			Other Comprehensive Income
December 31, 2016	$	(11,413	)	$	76		$	(11,337	)	$	(1,614	)	$	(17	)
Other comprehensive income	3,977			103			4,080			240			15			$	4,335
Income tax expense	(1,392		)	(36		)	(1,428		)	—			—			(1,428		)
Nine Months Ended September 30, 2017	$	(8,828	)	$	143		$	(8,685	)	$	(1,374	)	$	(2	)	$	2,907



	Three Months Ended September 30,							Nine Months Ended September 30,
	Net Loss attributable to SEACOR Marine			Average O/S Shares	Per Share			Net Loss Attributable to SEACOR Marine			Average O/S Shares	Per Share
2017
Basic Weighted Average Common Shares Outstanding	$	(20,475	)	17,550,663	$	(1.17	)	$	(61,862	)	17,617,420	$	(3.51	)
Effect of Dilutive Share Awards:
Options and Restricted Stock⁽¹⁾	—			—				—			—
Convertible Notes⁽²⁾⁽³⁾	(6,610		)	4,070,500				—			—
Diluted Weighted Average Common Shares Outstanding	$	(27,085	)	21,621,163	$	(1.25	)	$	(61,862	)	17,617,420	$	(3.51	)
2016
Basic and Diluted Weighted Average Common Shares Outstanding	$	(27,933	)	17,671,356	$	(1.58	)	$	(70,472	)	17,671,356	$	(3.99	)



Trade and other receivables	235
Other current assets	4,148
Investments, at Equity, and Advances to 50% or Less Owned Companies	(15,700		)
Property and Equipment	61,626
Accounts payable	747
Other current liabilities	(76		)
Long-Term Debt	(41,186		)
Other	(43		)
Purchase price⁽¹⁾	$	9,751


~~ITEM 1.~~	~~FINANCIAL STATEMENTS~~



Cash	$	1,943
Marketable securities	785
Trade and other receivables	(291		)
Investments, at Equity, and Advances to 50% or Less Owned Companies	(19,374		)
Property and Equipment	96,000
Accounts payable	3,201
Other current liabilities	1,153
Long-Term Debt	58,335
Other Liabilities	(1,000		)
Noncontrolling interests in subsidiaries	17,374



	Derivative Asset⁽¹⁾		Derivative Liability⁽²⁾
Derivatives designated as hedging instruments:
Forward currency exchange contracts (fair value hedges)	$	—	$	—
Interest rate swap agreements (cash flow hedges)	104		26

Derivatives not designated as hedging instruments:
Conversion option liability on 3.75% Convertible Senior Notes	—		14,135
Forward currency exchange, option and future contracts	136		—
Interest rate swap agreements	—		363
	$	240	$	14,524



	Noncontrolling Interests	September 30, 2017		December 31, 2016
Falcon Global	50%	$	12,872	$	—
Windcat Workboats	12.5%	2,853		5,266
Other	1.8%	287		278
		$	16,012	$	5,544



	United States (primarily Gulf of Mexico) $’000		Africa (primarily West Africa) $’000		Middle East and Asia $’000		Brazil, Mexico, Central and South America $’000	Europe (primarily North Sea) $’000	Total $’000
For the three months ended September 30, 2017
Operating Revenues:
Time charter	4,587		9,700		9,490		1,439	20,051	45,267
Bareboat charter	—		—		—		1,168	—	1,168
Other marine services	1,116		(310	)	(341	)	159	754	1,378
	5,703		9,390		9,149		2,766	20,805	47,813
Direct Costs and Expenses:
Operating:
Personnel	4,455		3,588		4,731		326	9,079	22,179
Repairs and maintenance	1,289		1,324		2,309		110	2,378	7,410
Drydocking	1,109		311		(102	)	—	961	2,279
Insurance and loss reserves	598		157		363		75	203	1,396
Fuel, lubes and supplies	249		693		1,115		33	790	2,880
Other	123		704		1,192		69	190	2,278
	7,823		6,777		9,608		613	13,601	38,422
Direct Vessel Profit (Loss)	(2,120	)	2,613		(459	)	2,153	7,204	9,391
Other Costs and Expenses:
Operating:
Leased-in equipment	1,870		966		—		—	—	2,836
Administrative and general									10,318
Depreciation and amortization	5,224		2,456		4,320		1,025	2,597	15,622
									28,776
Losses on Asset Dispositions and Impairments, Net									(9,744	)
Operating Loss									(29,129	)



	Owned⁽¹⁾	Joint Ventured	Leased-in⁽¹⁾	Pooled or Managed	Total
2017
Anchor handling towing supply	11	1	4	7	23
Fast support	41	5	1	3	50
Supply	8	17	—	2	27
Standby safety	20	1	—	—	21
Specialty	3	1	—	2	6
Liftboats	13	—	2	—	15
Wind farm utility	37	4	—	—	41
	133	29	7	14	183
2016
Anchor handling towing supply	13	1	4	9	27
Fast support	35	11	1	3	50
Supply	12	15	1	3	31
Standby safety	20	1	—	—	21
Specialty	3	1	—	3	7
Liftboats	13	—	2	—	15
Wind farm utility	37	3	—	—	40
	133	32	8	18	191



Remainder of 2017	$	19,096
2018	14,865
2019	46,798
2020	47,439
2021	28,678
Years subsequent to 2021	194,227
	$	351,103